Omnitrix Heroine: Double the Fun
by Mage of Hope
Summary: Takes place after Alien Force and during the events of Ultimate Alien! Before creating the fully operational Omnitrix, Azmuth created an incomplete, yet a prototype Omnitrix. One day, that Omnitrix went missing for 5 years, never to been seen again. Now, when a young kid finds the Omnitrix, the course of history takes a sharp turn in a new direction as two Omnitrix users emerge!
1. Prologue

**Hello, fellow readers! I just finished the first Ben 10 series, and I will get towards the Alien Force and Ultimate Alien series pretty soon. So, this is my first Ben 10 fanfic, so hope you enjoy it!**

**Disclaimer: Mage of Hope doesn't own Ben 10 series, only the OCs! **

* * *

><p>"Ben! It's my turn! Gimme the kite!" shouted 10-year-old Gwen, placing her hands on her hips as she watched her annoying 10-year-old cousin run around the park, playing with a kite. He was at it for almost 15 minutes, and even though he said he would give a turn to her, he hasn't.<p>

"One minute!"

"That's what you said last time! And the time before that! Let me have a turn and-"

"LA LA LA LA! I CAN'T HEAR YOU!" teased Ben, who placed a finger in one of his ears to try blocking out his cousin's voice as he was running farther and farther away from her, along with the kite.

"Ugh! I am so going to tell Grandpa on you!"

Running into an empty field in a small forest, Ben heard some crying and other noises nearby, so he tied the string of his kite to a nearby branch and walked a bit farther. He then saw a little blond-haired girl that was about 7 years old with some mean-looking kids surrounding her. Frowning, Ben hid behind a tree to see what was happening.

"Give it back! Please give it back!" the little girl cried, jumping up and reaching for something. From Ben's perspective, it seems one of the bullies had a small rabbit doll in their hands and they were making it so that the owner couldn't reach for it.

"Try and get it back then, sissy!"

"Yeah, you're too babyish for these sort of things!"

_'You know, I could try going over there and risk getting a wedgie,' _thought Ben, plotting an even better plan as he stared at his Omnitrix. _'Then again...what should I choose to scare those bullies away? Stinkfly? Nah, too smelly. Besides, I don't want the girl to get caught up in Stinkfly's spit. Four Arms? Okay, maybe a bit too overkill. XLR8? Nah, I want to try a different way than what I did with J.T. and Cash. Ripjaws? No water here. Heatblast? Don't want to start another forest fire. Diamondhead? ...Meh, let's go with it!' _

Hiding behind some bushes to not let the bullies notice the flash, Ben pressed one of the buttons on his Omnitrix and slammed the core down. When he opened his eyes, he saw everything around him big, and realized he had gotten Grey Matter.

"Aw man!" The minature alien complained. "But then again..." Using his small form to not attract any attention, Grey Matter managed to sneak up to the bullies behind their backs and slowly start climbing up one of their legs up to their pants.

Just before the mean kids to do anything to the little girl or her doll, one of them yelped and started jumping and hopping like a rabbit. Soon, he started to scratch at his pants and shirt as if he got ants inside. In reality, Grey Matter was bitting and tickling the kid's skin inside the clothing.

"Hey, what's with you?" one of the bullies asked, their attention reverting away from the little girl.

"Aah! There's-there's something crawling around me! Guys, help out!" the victim cried out, almost dancing like a monkey.

Shrugging, one of the other kids walked up to the victimized kid and tried to help him, but soon, he was yelping and dancing away too. Eventually, all the other kids besides the little girl ended up having their turn of scratching themselves and being tickled.

"Gah! I'm outta here!" Finally, the bullies ran off, not knowing what had happened to them, especially since they received wedgies from a small little troublemaking alien.

Unknown to Grey Matter, the little girl managed to catch a full glimpse of him and was rather surprised, but said nothing of the sort. She simply picked up her little rabbit doll one of the bullies dropped and hugged it close to her chest protectively.

As soon as the bullies headed for the trees to get out of the area, Grey Matter, who was hanging onto one of the bullies' pants, jumped off into a bush right while his Omnitrix started to beep red. He transformed back to Ben right on time.

Ben scrambled through the branches and shrubs until he spotted the little girl still standing on the very spot where she was bullied and ran up to her. "Hey, are you alright? Uh...what happened?"

The little girl, thinking that he might be another one of those bullies, hid her face behind her rabbit doll and looked away. "..."

Gently, Ben bent down and assured in a kind tone, "Hey, it's okay. I'm not like those bullies. I'm Ben, by the way. Nice to meet you."

Thinking she could trust him, the little girl looked up and nodded. "...My name is Alicia. Nice to meet you too. I'm...sorry for not speaking to you before. I thought you were another bully."

"It's okay. I know what it's like being bullied. Sometimes, you just need to stand up to them." Ben made a sick face, remembering the times when J.T. and Cash bullied him. "Hey, don't be sad! Those bullies are gone! You should be happy! Grey Matter totally kicked their butts!"

"You mean the small, gray alien?" asked Alicia, surprised.

"Yeah! I mean...um..." Knowing that he just likely messed up, Ben tried to make an excuse. "I mean, he and I are...good friends! In fact, I asked him to chase those bullies away! So...yeah! You should be happy!"

"...I guess so."

Ben was really uncomfortable now, since he didn't like to see girls, especially younger ones, so sad, or even worse, cry. Sighing, Ben offered, "Hey, you wanna play with my kite for a bit? Only if it'll make you feel better."

"I've never played with a kite before, though."

"It's easy! Just hang tight, okay?" Turning around, Ben began to run back to where he placed his kite, and once he found the tree branch, he untied the kite's string and hurried back to Alicia.

"How do you fly this thing?" she asked, now holding the kite after Ben handed it to her.

"Here, hold the string," ordered Ben, offering the kite's string. After the string was taken away from him, Ben waited for a strong wind to fly by before throwing the kite into the air, where the winds picked it up. Soon, the kite was flying in the air, gliding around a bit.

"This is fun!" giggled Alicia, running around a bit to see the kite soaring around more and more. About a few minutes later of fun, Alicia handed the kite back to Ben. "Thank you for letting me play with it!"

"No problem! Uh...where's your parents or any other adult?"

A look of realization spread across Alicia's face. "Oh! I have to go. My big sis and I have to meet somewhere in the mall. Bye, Ben!" Afterwards, Alicia tried to run as fast as her small legs could carry her.

After she left, Gwen emerged in the small forest and spotted her cousin carrying the kite. "You! Finally, I found you! Hurry up! Grandpa told me to go and find you!"

'Why? What did I do?" asked Ben, curious. "Wait...did you tell on me?"

"Yeah, but when I was trying to, he was listening to the radio with his headphones. He looked serious. But just come on!"

* * *

><p><em>Later, in the mall... <em>

Running around, Alicia tried to find the only, but famous shoe store in the mall, where she was supposed to meet her sister there. Once she arrived there, she found her big 12-year-old sister sitting in a bench impatiently.

Noticing her little sister, the older sister gritted her teeth and angrily said, "There you are! I've been waiting for half an hour, you know!"

Shrinking under her older sister's angry gaze and harsh words, Alicia timidly said, "I-I'm sorry, Suzie. I didn't mean for you to wait that long."

Scoffing, Suzie turned her head away. "Whatever. Just be glad I waited for you. Just wait here, because I have to go to the bathroom. And don't tell Mom and Dad that I went shopping today!"

"Y-yes, sis..." As soon as Suzie went away, Alicia sighed in relief and sat down on the bench.

Ever since she was little, Alicia's parents were almost never around since they had to work late and wake up early for their jobs. Alicia's big sister, Suzie, never really did like Alicia since she was one of her big responsibilities and she was ordered by her parents to take care of her little sister. The family couldn't spend time together due to complicated matters, and as a result, Suzie became rebellious and mean towards her sister and hanged out a lot with her friends.

Suzie rarely showed kindness to Alicia and never tried to bond with her either, but even so, Alicia still cared for her. Alicia was always a bit jealous towards other sibilings who got together well and wishes Suzie would spend a bit more time with her.

Suddenly, citizens started screaming and running out of the pet store nearby, confusing Alicia as she stood up from her seat. A few seconds later, the loud, strange noises inside the shop was followed with a large crash along with some large clouds of dust spreading around.

Coughing, Alicia tried to wave her arms around to sweep away the dust, and when everything was cleared, she saw some strange man riding on large, mutant hamsters. The 7-year-old could tell that this was not a good thing.

"Aaaah! Someone save us!"

"Oh God, it's Dr. Animo!"

"Isn't he from the news?"

"Let's get out of here!"

"Yes! Run! Run from the great Dr. Animo!" declared Dr. Animo before laughing maniacally. He then spotted Alicia, who was scared and trembling too much to even move. "Ah, it seems a little pest is in my way." Turning to one of his mutant hamsters, he commanded, "You, take out the child."

The mutant hamster didn't even hesitate to charge towards Alicia while opening up its mouth to show its sharp fangs. Alicia could only close her eyes and try to block with her arms as a way to defend herself.

Alicia didn't feel any pain when she was supposed to a few seconds later, so she opened her eyes and was surprised to see the sight in front of her. Some sort of weird, orange-colored, dog alien was engaged in combat with the mutant hamster that was supposed to attack Alicia, and miraculously, he was winning.

"Not you again!" complained Dr. Animo before pointing to the dog alien. "Attack him!"

"Be-I mean, Wildmutt! Hold on!" yelled Max as he and Gwen ran towards the scene, carrying some sport supplies such as hockey sticks or baseball bats. Considering the chaos that was happening, nobody would notice a couple of sport supplies missing from the sports store nearby.

Growling, Wildmutt tackled one of the mutant hamsters, who crashed into another mutant hamster. As the battle process, Gwen and Max assisted Wildmutt by trying to knock away any mutant hamsters from hurting any with their weapons.

Dr. Animo was getting more intimiated and a bit worried now. If this kept up, not only would he lose, but he would also be sent to a faraway prison much worse then the last jail he was sent to! When he spotted Alicia hiding behind a bench, he got an idea.

Alicia didn't know what to do but hide behind a bench out of fear. She held her rabbit doll close to her, hoping it might comfort and calm her down, even a little. Suddenly, she was picked up from the back of her shirt collar by one of the mutant hamsters before being dragged around and dangling in the air.

Max, Gwen, and Wildmutt stopped when they heard a loud scream, forcing them to turn around to see Dr. Animo holding Alicia by the arm. "Freeze! Don't move unless you want her to get hurt!" ordered Dr. Animo, tightening his grip on the crying Alicia, who cried out in pain.

Angrily, Gwen shouted, "Taking hostages? What a coward!"

"Let the little girl go, Dr. Animo! She has nothing to do with this!" yelled Max, trying to stay as composed as possible.

"You are obviously in no position to make demands!" reminded Dr. Animo, taking out a gun-like technical device with his free hand. "This is my new, miniature-sized Transmutator! If you don't want the girl to get hurt-" Dr. Animo then pointed the gun's direction towards Wildmutt. "-Then be a good little boy and stay still!"

Wildmutt growled, glancing from the new Transmutator and Alicia. If he tried to attack Dr. Animo right now, the girl might be the first victim of the mad scientist's new invention! But, if he just stayed still, then he'll be the victim instead of her, and there was no way he was going to turn into some nasty rodent!

"No! Go away! LET ME GO!" Alicia cried, wiggling around to try to get out of the villain's grip. Unintentionally, while she was struggling, her foot struck Dr. Animo's arm so hard, he dropped the Transmutator, which crashed into the ground and shattered into pieces.

"NO! MY LATEST INTENTION!" Enraged, Dr. Animo knew that now was a good time to escape, along with his new hostage. "Minions! We're leaving!"

"No! Stop!" said Max as he, Gwen, and Wildmutt tried to run as fast as they could to stop Dr. Animo. Unfortunately for them, Dr. Animo threw a smoke bomb at the ground, bringing up smoke all over the area and making it more difficult for them to see, and even harder for Wildmutt's nose to track down Dr. Animo's scent.

As Alicia was panicking and struggling to get freed, she hasn't noticed that she dropped her rabbit doll. Taking the opportunity to leave, Dr. Animo and his mutant hamsters used the smoke as a way to escape.

While the smoke began to clear, the Omnitrix's symbol began to go off until a red flash appeared, and Ben stood where the Wildmutt used to be. "Great, just great," the 10 year-old groaned.

Gwen was about to walk up to Ben when she saw a small rabbit doll on the ground before picking it up by the ears. "Hey, what is this?"

Recognizing the doll, Ben ran up to his cousin. "Hey, Alicia had that doll!"

"Alicia? Who's Alicia?"

"She's this girl I met in the park today and the same girl who was just kidnapped earlier! And this doll belonged to her!"

Max walked up to his two grandchildren, rubbing his neck to ease some of the wounds he received from the earlier battle. "If that's true, then maybe you can track down her scent from her doll by turning into Wildmutt."

"Yeah, great idea, Grandpa!" Ben then looked at his Omnitrix, which was still recharging and in the red zone. "But I need to wait a while before I can turn back into Wildmutt."

* * *

><p><em>Later, in Dr. Animo's secret lab... <em>

Alicia frantically searched around in her cell, trying to find a method to escape or at least signal help. After she was captured and taken forcibly by Dr. Animo, he had locked her into an old cell before conducting on a new invention after she broke his new one.

She tried tugging on the bars since they were old and thought they might creak, even a little. When that didn't work, she got a rock from the ground and tried to make even a scratch on the bars, but failed.

"Keep it down!" yelled Dr. Animo, disturbed by all the noises Alicia was making. The little girl shrink in fear at the mad doctor's outburst and tried to find something else to do.

Some sort of pipe fell right near Alicia, causing her to turn around. Above her were small pipes that were connected and lead to the sewers, but she couldn't reach them before, and even if she did, she didn't have the strength to pull one of them out. To her surprise, a small gray-colored alien popped out of the pipe that had fallen.

Ben, after transforming into Wildmutt to track down the girl's scent, found himself in some old, run down laboratory and had to wait for the Omnitrix to recharge as he searched for a way in. Max and Gwen were with Alicia's big sister and the police, who called Alicia's parents. As soon as his watch was recharged, he immediantly turned into Grey Matter and climbed through the smallest holes and pipes until he found Alicia's location, which was in a jail cell.

When both Grey Matter and Alicia exchanged looks for the first time, Grey Matter panicked and said, "Please don't scream! I'm one of the good guys!"

Still startled, Alicia nodded silently. "O-okay..."

Grey Matter seemed a bit surprised at how somewhat calm Alicia was. "Wow. Most people would just panic and scream and don't listen to some freak like me. They'd be like, 'Aaaah! A weird bug alien! Kill it!'"

Giggling, Alicia bent down on her knees so she could see Grey Matter better. "You're pretty funny, uh...I'm sorry, I don't know your name. My name is Alicia."

"Oh! Just call me Grey Matter! Hold on! I should have you out in a jiffy!" Running past Alicia, Grey Matter climbed up the bars until he reached the lock and tried tumbling around with it.

"Can't you use the keys?" reminded Alicia like it was the most obvious thing in the world.

Grey Matter took a second to look at her and shook his head frantically. "No way! Freak Show's got them on his wrist! I'm not risking my cover!" He pointed to Dr. Animo, who was still working on his new, large invention, and one of his wrists had the jail key tied to it for safekeeping.

"Huh?" Hearing something strange, Dr. Animo turned to the jail cell to see if his prisoner was still active and found Grey Matter. "You! Ugh! I've had it! Attack the intruder!"

The few mutant hamsters in the secret laboratory charged towards the jail cell, their target aiming for Grey Matter. He screeched and jumped out of the way in time before scrambling away. Two of the mutant hamsters impacted enough force to break through the bars, freeing Alicia.

"Hey, dumbies!" taunted Grey Matter, who was on top of a table and waving his frail arms around. "I'm right here, stupid!" Seeing the mutant hamsters diverting their attention towards him, the tiny alien was relieved since Alicia was safe, for now at least. Right now, he had to focus on staying alive and stopping Dr. Animo.

Alicia walked out of her now destroyed cell and glanced around, knowing that the mutant hamsters were now after the little alien that saved her. She wanted to help him, but what could someone like her do besides cause even more trouble?

Her parents always told her to call for 911 whenever there was trouble. The 7 year-old looked around for a phone to call for help, but there didn't seem to be anything of the sort. However, Alicia spotted Dr. Animo almost finished with his new invention, which looked almost like a large cannon.

"...And finished! Prepared to be exterminated like the rodent you are!" declared Dr. Animo, trying to aim the huge cannon straight towards Grey Matter, who kept trying to run away from his mutant predators.

Pulling the trigger, Dr. Animo activated the new cannon which then started to charge up power instantly. A few seconds later, a large red beam blasted from the barrel of the cannon and, although Grey Matter managed to dodge it on time and hid behind a fallen table, the beam hit the mutant hamsters and quickly disintegrated both of them.

The blast from the beam caused Alicia to fall to the ground and cover her head until all was cleared. Sitting up, Alicia shook her head to clear her mind as she glanced to the area where the beam had taken place. Not only did the beam kill the mutant hamsters, but also left a wide hole in the wall, proving just how powerful the beam was.

Alicia's head throbbed in a state of shockness as her tiny, fragile body shook like an earthquake. If that beam was that powerful, who knows what Dr. Animo could do with it to other people! Just the sight of the cannon was enough to place fear inside her and make her unable to move or think straight.

Meanwhile, Grey Matter's time with the Omnitrix had run out, thus reverting back to Ben, who clutched his head and groaned in pain. Dr. Animo fired the cannon's beam at him, causing Ben to jump out of the way, but the blast caused a shockwave which knocked him off his feet and caused a few minor wounds to his body.

The sound of the cannon firing brought Alicia back to her senses as she tried to figure out what just happened. Next thing she knew, she saw the same boy that let her play with the kite, laying on the ground, injured and moaning in pain. She didn't know how he managed to get here, but he was in danger!

"Say your prayers, Ben Tennyson!" hollered Dr. Animo, grinning maniacally as he pointed the cannon at Ben, who was struggling to stand up. He fired the cannon once again without hesitation, prompting the cannon to fire another blast to finish off Ben.

"NO!" With all her strength, Alicia tackled Ben to the ground, but her arm was badly grazed in the blast, so her arm wouldn't be able to function much for a while. Also, even though the blast didn't hit Alicia or Ben exactly, the shockwave aftermath was still enough to knock out Alicia for a little while.

"W-what the...?" Ben shook his head, then stood up only to remember what had happened. He glanced down and saw the unconscious girl who just saved his life. Then, he glared angrily at Dr. Animo, who was the cause behind her injuries and glanced at his Omnitrix. Surprisngly, it was green and active, so it was possible that the immediate recharge mode activated when the blast was almost close to killing him, if it hadn't been for Alicia. Quickly, Ben messed with the dial of his watch for a bit before slamming his hand downwards.

**"XLR8!" **The black and blue speed alien declared before speeding towards the huge cannon. It only took him a few seconds to completely disable the large cannon and leave it into pieces, literally.

"No! Not my new invention!" cried out Dr. Animo as Alicia slowly began to wake up. Once the little girl was awake, she saw that Ben and Grey Matter were nowhere to be found, but now, some weird, speed alien had taken over the show and now knocked out Dr. Animo.

Still dazed, Alicia mumbled, "Who...who are you...?" Seeing Alicia awake and okay, XLR8 rushed to her side, carefully trying to help her stand up and not touching any of her wounds, especially her grazed arm.

"Hey, you okay? You're not injured badly, are you?" XLR8 asked with a somewhat lizard hiss.

"There was...a boy here...Where's Ben...?"

"He's uh...safe! Yeah, he went to try and find help, and I took care of Dr. Animo! Here." Turning around, XLR8 kneeled down and addressed Alicia to come closer. 'Climb onto my back, and I'll get you to safety in no time!"

Nodding, Alicia wrapped her arms around XLR8's neck and leaned against his back while XLR8 hooked his arms under her small thighs before standing up, easily carrying the light girl's body. It took him less than a few seconds to reach outside and screech to a halt when he found Alicia's rabbit doll.

While as Wildmutt, Ben had to bring Alicia's rabbit doll with him so he could track down her scent through the doll. After the timer on his Omnitrix went off and he returned back to Ben, he had dropped the doll on the ground so he would pick it up later and give it back to Alicia.

"Here." XLR8 bent down to retrieve the doll and hand it back to Alicia, who hugged it tenderly with one arm.

"Thank you, mister."

XLR8 nodded before zooming past the plain fields, some highways, and so on in order to reach his destination. As he was rushing, Alicia felt fast winds passing by her at rapid speeds and started to laugh cheerfully, having fun.

"This is so much fun!"

"I know, right?" agreed XLR8, also enjoying the thrill.

* * *

><p><em>The next morning... <em>

"Hey, Ben! Where's Grandpa?" asked Gwen as she and her cousin stood in front of the Rust Bucket in the park.

"He said he needed to go buy a drink of something. He'll be back."

Alicia, who was walking around the park with a piece of paper, spotted the same boy from yesterday and ran up to him. "Ben, right?"

"Huh?" Recognizing the girl, Ben saw some bandages on her arms and face, but other than that, she seemed fine. "Oh, Alicia? What is it? And are you okay from yesterday?"

The younger girl nodded before looking down, a sad look on her face. "Mmm hmm...But...my Mommy and Daddy grounded my big sis because she wasn't supposed to go out yesterday, and because she took me out when she was supposed to have responsibility over me. Big sis got mad and yelled at me. I don't know what I did wrong."

"Wow, really?" asked Gwen, surprised. "No offense, but your sister sounds way worse than my clumsy cousin here, and he's already the most annoying person I know."

"Hey!"

Alicia looked back to Ben and asked, "You said you know the Grey Matter person, right? There was this other blue person yesterday that could go super fast too, and, if you see either one of them, please give them this."

She gave the paper to Ben, who looked it over with Gwen. The piece of paper was actually a colored drawing of Alicia's attempt of making XLR8 and Grey Matter, along with the sun and a small rainbow. It was a childish-looking drawing, but at the same time, it was hand drawn by a 7 year old after all.

"Uh...thanks. I'll let them know," promised Ben. Alicia nodded before running off to the swings to play.

"Wow, Ben. I'm impressed. You actually got something good from a fan," Gwen teased a bit, crossing her arms.

"Oh, be quiet!" Ben's face was a little pink and embarrassed, but he smiled when he looked at the drawing again. These were one of the rare times when he was truly proud of himself, and the drawing from the little girl he saved was proof of that.

* * *

><p><strong>Hey, guys! This is just the prologue version, but next chapter is where it'll all begin! I'll post the image cover for the story later, but for now, read and review!<strong>


	2. Another 10 Part 1

**Ok, I'll try to make the characters as they are and try not to make them OOC, but it'll be a bit difficult. All will be explained sooner or later, like you questions like, 'When is Ben gonna show up?' or, 'Wouldn't Azmuth or someone else notice an imcomplete Omnitrix somewhere?' **

**Disclaimer: Mage of Hope doesn't own Ben 10 series, only the OCs! **

* * *

><p><em>5 years later...<em>

"...Okay, everyone! Class dismissed!" the teacher said after the bell rang. "Remember, tommorow's the school field trip, so dress up warmly, and anyone who didn't turn in their permission slip, tommorow's the last day. Other than that, no homework today."

Afterwards, everyone rushed out of class as if summer vacation came early. They all went their separate ways, going towards other clubs, sports practice, or simply to their lockers so they could get ready to go home.

One certain 7th grader, Alicia Lute, enter the combination of her locker before opening it and shoving all her school books inside. The small, petite girl had long blond hair tied in a high ponytail, adorable brown-colored eyes, and could be mistaken as a small kid despite being 12 years old. Her clothing consisted of a tan-colored dress over a black long sleeved shirt, jeans, and light brown boots.

After getting her backpack out and closing the locker door, she saw one of the school bullies, Chad, approaching towards her way. Alicia had forgotten that he had returned back to school after his suspension since she did tell on him before.

"You! You've got a lot of nerve, telling on me while I was getting some kid's lunch money! Do you realize how grounded I still am because of you?!" demanded Chad, now in front of the smaller girl.

Alicia, who didn't like a lot of critism, shrink in fear from the boy's loud tone. She was always told to try standing up to herself if something like this should happen.

"I-I didn't have a choice. You had to be stopped and all, and-" Out of the corner of her eye, she saw a female teacher walking down the hallway and reading some of the papers she was holding. Trying to make a brave face, Alicia said, "And, y-you probably deserved that, anyways!"

"What'd you say?!" Chad picked up Alicia by the collar, slamming her back against the lockers and making a crowd form around them. Alicia winched in pain, but tried to stay calm as possible before the female teacher saw what was going on.

"Chad! Young man, put her down this instant!" demanded the female teacher, who also happened to be Chad's aunt. "Afterwards, come here!"

Groaning that he was caught red-handed, Chad dropped her unceremoniously to the ground before slumping towards his aunt. "Damnit..." he grumbled, glancing behind his shoulder to give Alicia one last angry look.

Grabbing her nephew's shoulder, the female teacher began to lead him straight towards the principal's office. "When we get back home, I will tell your mother and you will be in more big trouble! Understand, mister?"

"Yes, aunt..."

As the crowd quickly separated, Alicia let out a sigh of relief before standing up and walking out of school. Ever since she entered middle school, it's been one bad thing to the next. For some unexplained reason, there were some bullies in school, and a few of them were picking on weak people like Alicia. Of course, she was taught by a good friend of hers to always tell on an adult when things got bad. So far, two bullies have left her and others alone, but there were still some bullies lurking around.

For Alicia, bullying wasn't the only problem in her life. Lack of attention from her family also caused Alicia to be a sort of timid, yet gentle kid. She never really had a good relationship with her parents or big sister, since her parents were always away at work. Since her big sister grew to be an aggressive, selfish, and carefree delinquent, she never cared for Alicia and hanged out with her friends a lot, so she's rarely home.

Alicia walked across the sidewalk, following the same route that she always took right after school. She didn't have any tests or studying to do, so she was in no rush. Eventually, she reached her friend's house, which she almost always went to every day.

Waiting for her friend, Alicia knocked on the door a few times. Soon, the door opened, revealing a frail old woman in a wheelchair, smiling happily at Alicia.

"Mrs. Morris! Good afternoon!" welcomed Alicia politely.

Mrs. Morris smiled brightly as she and Alicia entered her home. Ever since she was young, Alicia would always visit Mrs. Morris and viewed her as the grandmother she never had. Alicia would only stay for at least an hour or two before heading home alone, but during those times, she would do all sorts of fun things with Mrs. Morris like baking. Nobody else but her ever visits Mrs. Morris, so she was the only friend Alicia had.

"What do you want to do today, Alicia?" asked Mrs. Morris as she and the young junior high student sat down near the table with a plate of cookies. "Play another game? Tell more stories? Oh! How was your day at school?"

"Everything was alright. Oh, and Chad tried to bully me again because he was mad that I made him suspended. Luckily, a teacher was nearby, but I don't understand why he's mad at me. I mean, yes, I did get him suspended, but still..."

Mrs. Morris sighed, feeling bad for the poor girl. She's done nothing wrong to anyone, yet fate still brings her bad luck. Mrs. Morris always tried to find an opportunity to talk to the girl's parents about their absence, but the chance never came. She even tried talking with Suzie, Alicia's big sister, but Suzie didn't even seem to care for her little sibling. Mrs. Morris was somewhat glad that Alicia never turned up bad, and that her encouragement and talks with Alicia helped her through.

"I know it's tough, but middle schools all have trials and challenges," comforted Mrs. Morris. "I know I already said this when you started 7th grade two months ago, but when you work hard, you get good results."

"I know that, Mrs. Morris," said Alicia sadly as she stared at the plate of cookies. "I know good is always good, and I've been on my best behavior for a long time. But even when I try to stand up for myself, or help others, bad things happen. I'm starting to think that good isn't really good for me."

"It does seem that way sometimes, does it?" wondered Mrs. Morris, agreeing with her logic in a way. "But that's why good is always hard, and being bad is always too easy."

"I...guess so," agreed Alicia. "I'm sorry, Mrs. Morris. I got a bit sappy there for a while."

"Apology accepted. Now then, why don't you go back and finish up on your homework and get some good rest? You'll need it for your field trip tommorow! Here, have a cookie." Generously, the old woman handed the young girl a cookie, who gratefully accepted it.

"I will. Thank you!"

* * *

><p><em>The next day... <em>

It took about nearly two hours to reach their destination, but Alicia's history class eventually reached where they were supposed to go; the mountains.

Everyone was assigned at least one partner and had to be together at all times. The class was going to climb up a very small mountain with safety climbing supplies, along with skilled climbers and instructors.

"Welcome to mountain climbing, folks!" announced one of the instructors. "But before we start, we'll start explaining how rock climbing was first invented, and how the first explorers used it..."

Some of the kids who didn't like history groaned at having to hear history and some lectures about it, but they remained patient at least. Once all explanations were finished, every member in one group and their partners had turns climbing up carefully with their instructors. Nobody was in any grave danger during their climbing, and even if they did, their harnesses would save them from falling.

Eventually, everyone reached the top of the mountain within an hour, considering how small the mountain was. Surprisingly, the top of the mountain had lots of areas and small caves to explore around. Perfect for a lunch break.

After some students already finished their lunches, they were given permission by the adults to explore the areas and the caves since they were checked through by the authorities and confirmed that the caves lead to a dead end. However, they couldn't venture very far away from the groups.

Seeing some of the kids exploring in the caves and quickly coming out, Alicia decided to go as well, thinking it was safe. Just like the adults said, the caves just lead to a dead end, and nothing interesting was inside any of the caves.

Except for one.

Alicia spotted another cave, but the hole was small, but big enough for her small size to fit in. She got on her knees and started crawling inside the cave's hole, and as she explored deeper into the darkness, she found more and more space, allowing her to fully stand up and continued walking around. Taking a flashlight out of her pocket, she used the light to guide her in the darkness as she ventured more and more.

"Ow!" She cried out once she hit a wall with her forehead. She pointed the flashlight in front of her, seeing a great big wall in her path. It didn't seem like she was going to go any further with the big wall in her way, thus leading her to a dead end, just like the other caves.

Just when she turned around and started walking back the way she came, she accidentally kicked something that sounded...metallic?

She aimed her flashlight at the ground, searching aimlessly at whatever it was that she kicked until finally, she found some sort of sphere pod made of metal.

Bending down, Alicia merely touched the pod with her nimble fingers, gasping when the sphere opened. Inside was a strange, big black wristwatch with a grey-colored dial in the middle with a green hourglass shape.

"A...A watch?" Cautiously, Alicia stood up and poked the strange watch with her foot, thinking like something might happen. Unexpectedly, the device unstrapped itself, leaped up by itself and strapped itself onto Alicia's ankle.

"Aaah!" Letting out a high pitched scream, Alicia fell to the ground, startled by this sudden action. The first thing she tried to do was try to get the strange watch off, but no matter how much she struggled, the watch wouldn't come off no matter what.

Fearing of the others possibly leaving her behind, and giving up, Alicia left the watch as it was and quickly exited out of the small cave, not knowing what fate awaits her the moment the "Omnitrix" was placed on her.

* * *

><p><strong>Data: Incomplete Omnitrix<strong>

**Wielder: Alicia Lute**

**Level Technology: 20**

**Power: Change the user into any sort of alien species.**

**Color: Green**

**Location on the user: Alicia's ankle, acting like an ankle bracelet.**

**Limitation facts: Has access to only 10 aliens. Does not have anymore aliens in its data base due to being incomplete.**

**- Does not have a Scan Mode, therefore, cannot scan anymore DNA.**

**- Doesn't have a Self-Destruct Mode.**

**- Doesn't have Master Control.**

**- The user can turn into an alien for up to 10-20 minutes, and has to recharge for about 5 minutes.**

**- The user is allowed to change aliens, but changing per alien costs 5 extra minutes for recharge.**

**- If the user's life is in danger while the Omnitrix is still charging, it can instantly recharge AND transform into the necessary alien needed without the user touching the Omnitrix.**

**- The Omnitrix cannot be removed by normal physical means.**

**- If the Omnitrix is tampered with or if someone tries to forcibly remove the object against the user's will, a self-defense system activates.**

* * *

><p><strong>Hey, everyone! Yeah, this is just part 1 of what's beginning, and I figured that since everyone's going to figure out that Alicia will have a new Omnitrix, why not just describe what the incomplete one can do? Anyways, any ideas for the story will be helpful!<strong>


	3. Another 10 Part 2

**Nothing more to say but I hope I did a good job with this chapter!**

**Disclaimer: Mage of Hope doesn't own Ben 10 series, only the OCs! **

* * *

><p>HOW was it possible for one watch to not be even slightly damaged?<p>

After school and paying a visit to Mrs. Morris, Alicia spent two hours trying to get the weird watch off her ankle in her kitchen. At first, she tried tugging on it and searching for a way to unlock the watch like any other person would. Unfortunately for her, that failed.

Next, she tried drastic measures. She tried drenching it with water, burning it with a small match, cutting it carefully with a knife, smashing it with a hammer, and slamming her fist against the watch, but not even a single dent was made.

"Just what sort of watch is this?" Alicia murmured before placing her foot off the kitchen table and on the ground, causing her to kneel down on one foot. Thinking of no other option, she decided to experiment on the one thing she was afraid of. The green button.

Normally, in her situation, people would be curious to see what would happen if they pressed the button. However, for cautious people like Alicia, they might get an eerie feeling coming out from the button. Should they press such a suspicious thing, who knows what might happen?

Taking a chance, Alicia gently pressed the green button with her finger, seeing nothing but some core pop out from the middle of the watch. The hourglass symbol changed shape until it revealed a silhouette form of a creature with wings, almost resembling some sort of fairy.

Eyebrow raising in confusion, Alicia placed her finger on the core and pressed down, releasing a flash of green light that blinded her for a few moments and made her cover her eyes.

When she finally came to, and felt no pain coursing through her body, Alicia looked around and knew something was wrong. Yes, she was in the kitchen when she pressed on that strange core, but all her surroundings were suddenly so...big. For instance, the table, kitchen supplies, and food seemed all so far away from her, even though normally, all she would do is just walk a few steps into the kitchen to get food.

Alicia kept wandering around, noticing how everything around her was so big and much more further away from her than usual. It wasn't until she approached a big mirror that fully explained the uneased feeling she was getting.

The giant mirror reflected her full appearance, revealing her to be in the form of a smaller girl about 9 cm in height, making her the size of a large bug. Her choice of clothing consisted of a green dress with detached sleeves, green anklets, and she was completely barefoot. Her long hair was tied in the same matter she usual wore, only the hair color was dark green instead of blond. She had pointy ears like an elf and chartreuse-colored skin. In addition, she had green eyes instead of brown, and the most noticable trait about her was the small translucent bright green wings on her back. The hourglass symbol was located on her chest as well.

"W-what is this?!" she exclaimed, speaking in a childish-like voice much higher than her regular voice. "Did I just shrink?! And where did these clothes and wings and hair come from?!"

It took her a couple of seconds before she could calm down and think about the situation very carefully. Right now, she was dressed like some sort of green fairy and was currently pinching herself to see if this was some sort of dream. This clearly couldn't be a prank because no prank can ever turn a human so small.

"Well, this is just great!" sighed Alicia, still a little annoyed by her high-pitched voice. "How am I going to return to normal now? If I'm stuck like this, there's going to be more bullying at school! No, the military will probably take me for experiments or something!"

As Alicia tried to find a solution, she spotted the familiar green hourglass symbol on her chest, coming up with a conclusion on why she was suddenly turned into some sort of fairy.

"Ah! The stupid watch! I knew I felt something strange about this stupid thing!" complained Alicia, staring down at the symbol. "Then again...it does kinda match the color of my dres-No wait, what am I saying?! Ugh!"

Throwing a bit of a tantrum, Alicia swung her arm downwards angrily. However, once she did, a sharp, strong breeze kicked in out of nowhere and was strong enough to make a scratch on the wall, almost like a scar.

"Uh...what?" Checking out her hand, Alicia got a little curious and decided to do the same hand motion again like last time, concentrating a bit harder, though.

This time, she saw an nearly invisible slash of air zooming towards the same wall she accidentally hit. The slash of air made a tiny explosion when it came into contact with the wall, creating a little dust cloud before unveiling a mark in the wall.

"Sweet!" cheered Alicia, amazed at what she could do before realizing the scratch marks on the wall. "Oh man! Mom and Dad are gonna kill me! But..." Tapping a finger under her chin, she thought carefully about her parents. "Then again, they're rarely at home early, and almost never greet me...so nah!"

For the past few minutes, Alicia wanted to try out her new wind powers on a few fruits, careful not to cause anymore damage to the house. So far, she learned how to create a tiny whirlwind, thus juggling some fruits in the air while controlling the wind.

Aside from the wind slashes she could create, she could exhale a strong gust of wind the more oxygen she inhaled, as evident to the scattered fruits and a few shattered plates on the floor. Looks like she'll have more cleaning to do once she turns back.

That's IF she manages to transform back, which she doesn't know.

"Hmm..." As Alicia wondered what else to do, she remembered the wings that were placed on her back. Since she had mysteriously obtained wings, she knew instantly that she could fly if she tried hard enough.

Taking a deep breath, Alicia tried to imagine flying. She learned that closing off the sense of sight helps heighten concentration, so she thought it might help to close her eyes. Her shoulder blades began twitching and more less relaxed, and her wings began to move awkwardly. Alicia's muscles started getting more and more tighter the more time she concentrated, but eventually, her wings straightened and began to vibrate slightly, allowing her to heard some sort of humming sound.

"Ready for takeoff!" Alicia cried out to herself, fully determined to fly. With one foot, she leaped off the floor, using every bit of mental strength she could muster up to imagine flying. For a second, Alicia felt her feet off the ground, and her wings operating freely.

That is, until she started flying around like a maniac that was out of control.

"AAAAAAAHHHHHH! I CAN'T STOP! SOMEBODY HELP MEEEEEEE!"

When Alicia shot off the ground, she may have learned how to prepare to fly, but while airborne, she was unsteadily moving around, nearly crashing into objects, almost ramming into walls, and going haywire all over the air.

"WAAAAAAAHHHH! M-MAKE IT STOPPPP!"

While Alicia was still flying crazily, the watch symbol on her chest started beeping red, emitting a loud beeping sound that slowly died out. When the sound disappeared, a sudden green flash appeared for a second before transforming Alicia back from a tiny fairy to her average, 12-year-old human form.

Unfortunately for her, when she did transform back, she had been flying in MID-AIR. According to history, humans do not FLY.

"OOF!" Falling on her back, Alicia groaned a bit before sitting up, glancing around to see the mess she caused while she was in fairy mode. "Oh...Better clean that up. But first..."

Alicia unraveled her pant's sleeve, noticing that the green hourglass symbol's color was red instead of green. She pressed the same button as she did before and waited for the core to pop up, but it didn't happen. She tried pressing the button over and over until she gave up and decided to work on cleaning things up.

* * *

><p><em>A few hours later... <em>

_'Alright, the watch should be fully charged in about a minute now,' _thought Alicia, entering inside her home to check the time. Every day, since they were always busy, her parents would leave some money in the kitchen counter so that she and her big sister could buy food for themselves. Around this time, Alicia should have eaten dinner at the cafe she usually goes. Today, however, she decided to go against it and test more of the fairy's powers.

During the past few hours, Alicia chose her backyard as some sort of training area in order to experiment on her new wind powers, careful not to alert any of her neighbors. If she had continued inside her home, well, there might not be a home to go to anymore. So far, she learned how to properly fly, but not completely, and she could control some of her wind powers, but not to its full extent, at least, not yet.

Whenever Alicia transformed back to human, she noticed that her watch symbol always beeps and goes red, as if recharging. Intrigued, Alicia made some notes based on her observations about how long the watch recharges. According to her records, it seemed to have taken at least 5 minutes to fully recharge, but while in her fairy form, she can stay that way for about 10-20 minutes.

"Aaaaaahhhhh! A monster!"

"Get away from it!"

"Run for your lives!"

Startled by all the loud screams and noises, Alicia ran out her front door to see some of her neighbors running away in fear, screaming something about some sort of snake monster. Curious, Alicia decided to investigate, knowing full well that if she was in any real danger, the weird watch would protect her by allowing her to transform into the wind fairy.

Soon, she heard some strange sounds coming from a house, almost as if someone was smashing the place from the inside. In fact, the windows were completely shattered, meaning some sort of burgular broke in.

But why did the neighbors mention something about the snake monster? Curious, Alicia creeped up to the open windows, leaning against the stone wall so that she wouldn't be caught being seen by the burgular. However, what she saw next was far beyond her imagination.

Inside, shredding furniture and taking out valuables and jewelry from drawers, happened to be a tall, green snake-like creature with two arms that ended up as snake mouths.

_'...Wow, I...uh...A snake? First, a fairy, now a snake?' _thought Alicia, taking a step back in astonishment. _'Wait, what am I saying? He's obviously a robber! Maybe my new weird fairy powers can help!' _

Unfortunately, as Alicia was stepping back, she accidentally stepped on one of the glass shards that were laying around the grass. Thanks to snakes' ability for sensitive hearing, the snake creature hearing the shattering sound.

"Hsssssss! An intruder?" The snake creature questioned, dropping everything he had. Realizing that he probably heard her, Alicia pounced towards a nearby bush, hiding from plain sight as she sat down and began to fundle around with her strange watch, trying to activate it.

When the snake creature slithered outside, he glanced around with his sharp eyes, trying to detect anything out of the ordinary. In no less than 5 seconds, a green flash momentarily blinded him before he found himself staring at some sort of tiny, green fairy, who was waving at him with a cheery look on her face.

"Hi, creepy green snake!" Swiftly, Alicia gathered a spiral of wind into her hand before throwing it towards the snake creature, making him crash towards the stone walls of the house. "Bye, creepy green snake!"

Although the wind blast wasn't enough to take out the snake creature, he was still a bit injured, and a small silhouette of his figure was implanted on the wall as proof. Apparently, the snake creature was more angry than ever.

He let out a low hissing sound as he readied for battle. "You've made a terrible missssstake, shooting at the great Ssserpent!"

Frowning, Alicia crossed her arms. "Ssserpent? Really? I guess that's not a bad name, but it could impro-Whoa!"

Her wings gave out a little, causing her to drop down a bit. Since she hasn't completely learned how to fly properly, she was going to have a bit difficulity facing Ssserpent, and even more trouble when she has to focus on two things: Attacking while flying at the same time.

Sserpent used her distraction to spit an acidic liquid at her, causing her to fly out of the way to avoid the acid. However, by doing so, she lost a bit of concentration controlling her wings.

Soon, the fight began starting out as some sort of paintball game, except the paintballs were replaced by acid, and Alicia could only dodge. At last, Sserpent ran out of juice, giving Alicia a good opportunity to strike back as he was temporarily resting.

Inhaling air, Alicia felt power coursing through her veins, making her feel more free like the wind. Feeling that she absorbed enough of the wind, Alicia unleashed it by blowing it out from her mouth, releasing a tornado-like blast from her small mouth.

Thanks to his instincts, Sserpent knew when it was time to dodge, but he couldn't completely dodge the powerful winds, causing him to be blown away, but not too far. The rest of the tornado blast quashed a portion of the house, making it almost like it wasn't a house to begin with.

"Oops," murmured Alicia, who now gently floated to the ground on her two feet. "...Anyone asks, it's all Sserpent's fault. Well, it kinda was in the beginning anyways."

"Rwaaaahhh!" Turning around, Alicia saw Ssserpent crawling back, enraged than ever. "I've had enough, Sylpheon!"

"...That's not my name," stated Alicia, confused.

"Hsssss! No, fool! I mean, your species! Do I look like I give a damn about your name?! Your alien scum species always pissss me off!"

"Alien?" Glancing at her watch symbol, Alicia did notice some weird stuff about the watch. She thought that she was really a fairy who could control wind, but it kinda makes sense that she was really a fairy-like alien, in a way.

Sserpent plunged forward, extending his snake arm to wrap around Alicia's tiny, fairy-like body and making it harder for her to escape. "Hahahaha! I SWALLOW my prey whole!"

"...Nice to know," commented Alicia before blowing a gust of wind at Sserpent's face. He cried out of surprise, unintentionally releasing Alicia as she steadied herself and focused on flying.

Shaking his head to regain himself, Sserpent kept stretching his arms, trying to catch or clobber the Sylpheon. Now, Alicia was struggling to dodge as much as she could due to the fact that Ssserpent was much quicker than he looked, and she couldn't control her flying much longer.

"Jeez! Quit attacking me!" complained Alicia, continuously dodging until at last, Sserpent managed to land a blow on her, making her crash into a nearby tree. "Oww...Right, figured that villains never listen to heroes."

"Now it'ssssss over!" Sserpent stretched his arms even further, willing to snap Alicia's neck off with a single chomp from his snake arms.

Quickly, Alicia swung her arm, creating a sort of wind barrier around her using the winds in the late autumn night and blocking Sserpent's assault. As soon as the small wind barrier dispersed, Alicia's wings began to flutter, and she took off towards Sserpent.

Sserpent didn't know what she was planning, but he knew he wasn't going to let him accomplish her goal. He thrusted his snake arms towards Alicia and his arms began to extend more and follow her around as she was flying around Sserpent's body.

While Alicia spun around the snake's body, she was gradually gathering wind. Soon, a small vortex formed beneath Sserpent, but he hasn't noticed, seeing how he was trying to ensnare the little fairy alien. Eventually, the vortex grew into some sort of spiral whirlwind, spinning Sserpent over and over and making his body fly higher and higher into the skies.

Finally, Alicia stopped spinning and flew down to the ground, watching as the whirlwind she created dispersed, causing Sserpent to crash down from very high heights. She walked up to Sserpent, and from the way he was groaning in pain, she could tell he was going to be okay and was going to wake up in a few hours.

"And that's game!" she replied just as her watch symbol began to beep red. In mere seconds, she transformed back to her normal self before running off. If she stayed any longer, the police would have showed up and questioned her what happened, and she didn't want to trouble her family anymore. Besides, it was getting late, and it was a school night.

After opening the door to her small bedroom, she collapsed on top of her bed, exhausted. Training her newfound powers and fighting a strong enemy was very tiring for her, but maybe she'll find out more what the watch could do much later.

She laid on her bed, staring at the green watch on her ankle and remembering how great she felt as the wind fairy. "Maybe I should give some sort of name to her..." muttered Alicia, staring at the darkness of her room. "How about...Airy?"

* * *

><p><strong>Data: Airy<strong>

**Name: Airy (Name comes from the combination of Air and Fairy mixed together.)**

**Species: Sylpheon (Name comes from the actual wind fairy race, Sylph.)**

**Sylpheons are a race of free-spirited, fairy-like beings who enjoy the free wind more than anything. They also value nature and like sightseeing, but are often reckless and too much carefree.**

**Powers: Has the power to control winds, blow gusts of winds, fly, and even create powerful tornadoes if she's strong enough. Due to her small size, she can even fit in small holes, and she has great agility and speed. The more windy it is in an area, the more winds and power she can gather.**

**Weaknesses: She has very low physical strength, but her wind powers make up for that. She cannot use much of her wind powers in a small area, like a house, because if she used too much, she wouldn't be able to breath much oxygen. She also cannot face against armored opponents due to them having high wind resistance. Also, she cannot win against bigger, muscular guys in a physical fight.**

**Appearance: She is a very tiny fairy-like alien with dark green hair tied in a ponytail. She wears a green dress as her choice of clothing and is barefoot. Her most noticable traits are her pointy ears, her chartreuse colored skin, and green wings.**

**Personality: Whenever Alicia transform into Airy, their personalities are the complete opposite of each other. Airy is more fearless, confident, cheerful, playful, and insults others. Her voice is much higher than Alicia, and she takes full pride of her powers, and dislikes anything ugly.**

**Rank: Best skilled for long-ranged attacks.**

* * *

><p><strong>Hey, guys! Good start for Alicia, huh? There are a few things you guys need to know so that you don't think Alicia is a Mary-Sue.<strong>

**First off, the Omnitrix can't be destroyed by almost anything. Alicia doesn't know much about the Omnitrix because she just got it. Plus, when she activated the core, she didn't even know she had to turn the dial, the first thing she saw was Airy, so she thought Airy was the only alien in the Omnitrix.**

**Second, Ssserpent is a minor villain, meaning he's not too great in battle, but he's not bad either. I tried to make him not an OOC and I thought he was some sort of snake alien since the creators of Ben 10 didn't confirm whether he was just some human with snake powers, or an alien. I tried to even the battlefield for him and Alicia.**

**Third, since Alicia went a little out of control with her powers, she obviously can't fully control them yet, but she will. She's way smarter than Ben, so that means she can form more tactics than he can, which is one of the reasons she won the battle. Plus, when she and Sserpent fought, it was outside, where there was an unlimited amount of wind around, especially since it was autumn. With that knowledge, she could have gathered as much wind as she could and defeated Sserpent, but she's still working on that.**

**And fourth, Alicia trained a few hours before facing Sserpent, meaning she had a bit more control of her wind powers. She also took the chance to calculate whenever the Omnitrix would recharge, and how long she could stay as an alien, something Ben or even Gwen never did.**

**With that said, I have to say something. It'll be a while to update this story since I'm busy with school and I wanna update my other stories, so see ya then!**


	4. Stretching the Rules

**Alright, now with the new chapter since all my school exams are finished!**

**Disclaimer: Mage of Hope doesn't own Ben 10 series, only the OCs! **

* * *

><p><em>'Come on, come on!' <em>thought Alicia, twisting the dial of her green watch over and over in many ways. It was already uncomfortable sitting down while working since her watch was tightly secured to her ankle, but now she couldn't figure out anymore of the watch!

Ever since she received the strange watch for the past two weeks, she had been trying to figure out what else it could do other than turn her into the fairy alien. She discovered she could twist the dial of the watch, so she thought that if she got the right combination, she might find out how to take the watch off her ankle at least temporarily. She did figure out that by slapping the symbol every time she turned into Airy, she would revert back to her human form without the use of the time limit.

During the two weeks, Alicia had been training time to time with her wind fairy alien, whom she named as Airy. Whenever nobody was around, or it was during the nighttime, Alicia as Airy would practice her wind powers and figure out if she could do more.

Truth be told, Alicia never told anyone, not even her family or Mrs. Morris, about her new alien watch. This was due to her fear of being sent away for experimentation from the government, and resentment from her close ones. Actually, she was never really close to her parents or sister, but she did fear that Mrs. Morris would think of her as a freak, so Alicia kept silent. The reason of fear was also the same to the public. Nobody would ever want some girl who could turn into an alien living among them.

"Oh wait, I just thought of something," murmured Alicia to herself, getting an idea. She pressed the green button on her watch, causing the same green core from before to pop up. Deciding to test something, Alicia slowly twisted the dial, and Airy's silhouette icon morphed into some sort of alien standing on all four legs.

_'Yes! Just as I thought!' _Alicia felt pride swell up inside her chest before twisting the dial of the watch even more. Turns out there were different kinds of aliens she had full access to, and according to her count, there was about 10 aliens in total.

Before she could test out any of the aliens, Alicia's stomach growled and she glanced at the time. **7:30. **That was around the time where she would go to the small cafe and order her dinner with the money her parents would always give her so she could buy food for herself. Her parents were always busy, so they just gave her money for food every day.

The cafe she always goes to may be small, but serve healthy, nutrious meals, and she's a well-familiar customer there since she eats at their place every day. As far as Alicia could remember, she's been going there for a long time and hasn't gotten sick of the food since there are lots of choices in the menu.

It took a couple of minutes, but when she was close to the cafe restaurant in town, she heard an explosion coming nearby. Turning around, she, along with other people, saw smoke coming out of a store before something crashed out of the windows.

A sort of goldish brown-colored robot that had four scythe-like legs, a large, strong-looking pincher as a left hand, and that looked like a crab robot appeared, looking very threatening. In his pincher, he held some sort of closed vial with a strange green-glowing liquid.

Glancing around to see if anyone was looking, Alicia quickly ran towards a nearby dark alley, away from the sight of any witnesses. She leaned against the wall while in midst darkness before sitting down and bringing her knees close to her chest so she could reach her alien watch.

"Now just need a few more of these," the crab-like alien muttered. Then, out of nowhere, a new kind of alien charged towards him and rammed her head against him, hard enough so that he would slide several paces back. "Huh?! Who are you?!"

The alien that attacked him happeened to be look like a baby six-foot tall giraffe, only with slight changes. The giraffe alien was quadruped, like any other four-legged animal should be, and obviously had hoofs. She was, however completely covered in green skin with yellow spots, something unusual for a giraffe. Her horns had bulbous tips and were pink, along with her round nose.

Seeing the glass shards from when the card-like alien broke the windows, Alicia, as the giraffe alien, managed to take a good look at herself. "...Wow, I never expected to see a green giraffe myself."

"A little Elastisapien? And here I thought this day would be boring," said the crab-like alien, slightly amused.

_'Seeing how I was about to knock him back despite being a baby alien giraffe, I can only conclude that this 'Elastisapien' has average strength,' _theorized Alicia to herself. _'I wonder what else an Elastisapien can do.' _

Alicia opened her muzzle and stared intentionally at the crab-like alien, expecting lasers or something of the sort to come out from her mouth or eyes. Apparently, nothing did.

"...I don't have time for this!" scowled the crab robber, fed up and already scuttling away. He had an important vial to deliver as part of his job anyways! He had no time to play with little kids!

"Wait!" yelled Alicia, reaching out for the robber with her front leg. However, once she did so, she hasn't expected her leg to actually _extend _so far, that her hoof slammed a STOP sign that was right next to the crab-like alien.

_'Did I just stretch my limb out?' _she thought as her leg reverted back to its original position in her body. _'If that's the case, maybe I can do...THIS!' _

While the crab-like alien was still registering the shock of being attacked from behind like that, Alicia stretched one of her limbs again, this time hitting the crab robot in the chest.

"Oof!" Grunting, the crab robot stumbled back from the impact, but he now felt taunted. It was like the little Elastisapien was begging him to fight!

"Question!" called Alicia, more determined now that she discovered what sort of ability her new alien form had. "Who are you? And why did you steal that vial?"

"Ugh! You are asking for it, kid! Nobody screws over Kraab! And as for the vial...Like hell I'm gonna tell you anything!"

"...Kraab," Alicia spoke monotonously, as if annoyed. "First, it was Sserpent, now it's Kraab. Just what-" Shaking her head, she thought, _'What are you doing, Alicia? Now's not the time to ponder about that. Gotta finish him before time runs out!' _

Alicia took the initiative again by extending her limb towards Kraab, who easily anticipated that move and dodged. Kraab then fired a laser coming from his blaster that was attached to his pincher, effectively hitting Alicia directly.

Letting out a cry of pain, Alicia fell on her back, feeling lucky she survived that blast. Deciding that the battle had already wasted a lot of his precious time, Kraab rotated his sharp scythe-like legs at a fast pace, spinning round and round until he was underground and out of sight.

"Great...I let him escape," groaned Alicia quietly as she pulled herself together and stood up with all four, unharmed legs. Seeing police cars arriving at the streets, Alicia panicked before hiding in another dark alley.

* * *

><p><em>The next morning... <em>

The investigation from the robbery yesterday was still ongoing, as noticed by Alicia as she was walking to school through town. There was lots of yellow police tape to keep the people from getting closer to the crime scene, even though there were very few people paying attention to the crime scene.

The police were inspecting the store that Kraab had broken in along with the battlefield that Alicia and Kraab had participated in. Apparently, some witnesses from yesterday still couldn't believe that a small green giraffe tried to take on some crab robot. Nobody could blame them of course; considering how crazy it sounded.

Glancing at her ordinary watch on her wrist, Alicia knew if she stuck around, she'd be late for school. However, considering the fact that Kraab had managed to get away with the mysterious vial, hurt innocents, all while she tried to stop him, Alicia couldn't felt but feel as if part of the whole mess was her fault.

Walking away, Alicia pondered what to do. If anything, she could just walk away from all this and nobody would even know. But at the same time, she'd feel really guilty about it. One time, she used her mother's makeup equipment without permission to look good at school and managed to keep it a secret, until she was so filled with guilt that she finally told her mother what happened. Afterwards, she vowed never to disobey her parents again.

All her life, Alicia tried to avoid all sorts of trouble and bad people. Not once did it cross her mind to go do something bad, since it would be going against her good and obedient nature. Also, she was trying not to give her parents more stress since they already had enough back in their jobs.

But even if she did choose to try and track down Kraab, she would have to take responsibilities for her actions, even if some of them she doesn't like. She knew she'd feel guilty for a while if she didn't stop Kraab since she did kinda get involved. To be honest, she felt sorry for the innocents who got injured yesterday, and she kinda wanted to avoid anything with her bullies at school today.

Walking up to a telephone booth, Alicia shut the door and inserted some of the money her parents gave her this morning to the coin slot. She dialed the phone number for her school and prepared herself. People always say that she sounded a lot like her mother, so she started to deepen her voice to match her mother's.

_"Hello? This is the office of Middle Lake Junior High, may I ask who's calling?" _

Gulping, Alicia shuddered a bit before speaking in a deep tone. "This is Alicia's Lute's mother, Mary Lute, speaking. I wanted to inform that my daughter is very sick today with a bit of a fever and will not be attending school today. Perhaps tommorow or in a...few days she might get better."

_"I see. Thank you for informing the office. We shall mark your daughter as absence then." _

After hanging up, Alicia sighed in relief, her heart beating out of excitement. Although she was nervous and shaking, she was excited and overjoyed. This was the first time she's ever done something like this, and the crazy part was that she didn't regret doing it. In fact, she felt like she wanted...more!

No, the purpose of that false phone call was to buy time for Alicia to investigate and try to stop Kraab. She didn't need to deal with anymore trouble as it is. Now that she completed her first task, she should figure out about the investigation.

"Uh, excuse me?" A man opened the phone booth door, looking rather impatient. "If you're done-"

Alicia screamed, clutching the phone to her chest. "OKAY! OKAY! I ADMIT IT! I'M SORRY!"

"...I'm sorry, what?"

Seeing the man as a complete stranger, Alicia let out a breath of relief before placing the phone back where it belonged. "Um...it's nothing. I'll just be...be going now." Awkwardly, Alicia stepped out of the phone booth and started walking away until she was away from plain sight.

Alicia stopped in front of the 'DO NOT CROSS' yellow lines surrounding the crime scene, where the police were still investigating. She knew she had to use her alien watch to see what the police had found out so far, but she couldn't just transform into her new alien, Girastic. If she did, the police would no doubt try to knock her out with a tranquilizer.

Like before, Alicia stepped into a dark alleyway before sitting down and rotating the ring dial of her watch to select a very specific alien. She could always leave to test out her other 8 aliens, but by the time she returned to the crime scene, the police might have already finished their investigation, so now's a good time as any to start her own investigation, even if it meant spying.

Less than a few seconds later, Alicia transformed into Airy to take advantage of her tiny size since nobody could really notice her when she's so small. Knowing she had about 10 minutes before reverting back, Airy quickly flew inside the robbed store to eavesdrop on the investigators.

"Man...that criminal really made a mess of things," complained one of the officers, scrambling through some rubble.

"Yeah, can you believe it when those witnesses claimed it was a robot who robbed this place? Robots only exist in movies and cartoons and stuff, the dumbasses. And they even said some green giraffe tried to stop it. Really? Like, seriously?"

"I know, but I thought I saw this large snake guy being taken away to jail once. I thought it was a costume until I touched his skin and he nearly bit my head off."

"Ha! Must have been a nightmare!"

"...Ugh, men!" complained Airy loudly, placing her hands on her hips.

One of the officers had a confused expression and glanced away from his work. "Uh...did you guys hear that?"

_'Aaaand I'm out!' _Quickly, Airy flew away to a different area of the torn up store, where other CSI investigators were experimenting on some drops of glowing green liquid on the ground. Remembering that Kraab had stoled a vial of the green liquid, Airy's curiosity perked up as she overheard the CSI people as they studied the strange liquid.

"According to this delivery report, there was some sort of shipping mistake," spoke one of the CSI men, holding up a list. "Apparently, this liquid was supposed to be delivered to a lab."

"What's the name of the liquid?"

"Luminous Aqua. Apparently, some scientist invented it and it was going to be tested at a university after being examined in a lab. Rumors has it that this liquid can heal scars and wounds much more effectively than any other medicine."

"Wow, sounds amazing!"

"There were a few successful shipments. One of them happened to be one of the labs here in Bearville. I think it was...Lunar Labs?"

_'Oh, that place. Yeah, I remember. Guess that's my next stop,' _thought Airy, recognizing the lab. When she was very young, she went to a trip to Lunar Labs with her class. Apparently, Lunar Labs was not only a laboratory for science, but also for stars and constellations.

* * *

><p><em>Later... <em>

"Aaaah! A robot!"

"Get away from it!"

"Is everyone okay?!"

"Don't worry! The police are coming!"

From the screaming cries of panicking workers and scientists coming out of Lunar Labs, Alicia could only conclude that Kraab was inside. And making a mess of things, no less.

That, and the fact that a giant spaceship, no doubt Kraab's, was parked right in front of the large laboratory.

_'Hmm...if I approach Kraab now, he might actually beat me again,' _thought Alicia. _'I'll have to take advantage in an area he can't attack much or dig underground. Maybe the spaceship will do. After all, if he stoled those Luminous Aqua liquids, they must be inside.' _

Nodding at herself for coming up with a cunning plan, Alicia started to enter the spaceship, thankful that Kraab never bothered to lock or keep it guarded in the first place. Inside was full of technology she's never seen before, and since she's starting to believe aliens exist, all of this technology could belong from space. Well, if she was given more proof that aliens exist, she might even consider that all this technology might come from other unknown planets.

Inside the spaceship, Alicia noticed there were so many areas around, yet very little rooms, even though the huge amount of space inside made up for them. The walls and floor were made of solid steel, as expected in order to construct such a complicated traveling spaceship. The rooms Alicia visited were mostly just filled with crates full of supplies or weapons, but not what Alicia was searching for.

Finally, the girl entered what seemed to be the control room to maintain and fly the entire spaceship. In addition, there was a small room to her left, and inside was full of crates of the Luminous Aqua liquids she was searching for. Seeing the mysterious liquids caused Alicia to rush towards them and pick up one of the vials, staring them in amazement.

_'It looks like colored, glowing water,' _thought Alicia, still gazing at the wonderous liquid. Actually, she was wondering what sort of effects this liquid would have. If the rumors were true, this could help with lots of medicine and cure people easily!

Meanwhile, a small tiny mouse creeped inside the spaceship out of curiosity. It had already explored most of the small holes it found on the ship, and saw a human girl with some glowing water inside a vial. It saw more of the strange liquid in crates nearby, so it dashed past the human, making a squeaky sound.

"Ah!" Startled by the mouse's sudden appearance, Alicia accidentally let the vial slip from her hands and watched as it shattered into a million pieces, The glowing liquid formed a small puddle and some of the particles landed on the mouse.

Alicia glanced back nervously where she came from, sighing in relief that Kraab hasn't returned from his small heist in Lunar Labs. Now, the one thing she needed to worry about was cleaning up this mess. If she simply left it be, Kraab would no doubt get suspicious and think a stowaway was on board. Plus, she couldn't let him know she was here. After all, she needed the element of surprise on her side.

Before she could, the Luminous Aqua liquid that splashed all over the mouse began to be absorbed into its fur, making the mouse react strangely to it. The mouse's small body began trembling like an earthquake, and its body went from small to the size of a giant tiger, turning the gentle-looking mouse into a verocious-looking monster.

"Oh no..." mumbled Alicia, stepping back out of fear until her back hit the far corner of the steel walls, making her cornered by a hunger mutant mouse. She thought that the so-called healing liquids would help people, but after watching the mouse grow into a monster, she now knew that NOBODY could be allowed to even go near these vials, even Kraab.

Just when things were about to get much worse, Kraab burst into the control room, having heard the strange growling sounds coming from the mutant mouse. He glanced at the broken glass pieces and the strange liquid puddle on the ground, then turned his attention at the mutant monster, having a theory of what had happened.

"Ugh! Stupid mouse! Wasting one of the vials I worked hard to steal!" complained Kraab before pointing his blaster at the mutant monster and firing shots. It seemed that he had a freeze gun intacted, because his shots managed to completely freeze the mutant hamster.

_'Whoa! I feel bad for saying this, but I'm glad that the block of ice was enough to cover me from sight!' _thought Alicia, feeling sorry for the innocent mouse who got mutated.

"Now, gotta check the rest," grumbled Kraab, entering the small room full of the Luminous Aqua liquids so that he could check to see if they were still there. Luckily for him, there were still some vials of the stuff he stoled. In addition, he had stoled the last batch from the Lunar Labs, thus adding more to the supply.

Thanks to her small size, Alicia was able to escape the large block of ice that was cornering her due to a small gap. When she saw Kraab examining the crates of the Luminous Aqua liquids with his back turned, Alicia knew it was time to catch him by surprise by turning into her new alien, Girastic.

"Huh? Oof!" Seeing some sort of green flash, Kraab's curiosity got the best of him as he turned around, only to be tackled by the same giraffe alien from yesterday! Her tackle was enough to make Kraab trip and crash into the crate full of Luminous Aqua vials, where the vials were shattered on impact.

To be honest, Girastic didn't plan on accidentally making Kraab destroy the vials. All she wanted was to catch him by surprise, but since the dangerous vials were destroyed, that was a bonus. She grinned to herself in triumph.

Kraab, however, was not amused as he got up. "Ugh! And after all the hard work I've done to get these vials!"

"Hard work? You've got to be kidding me!" shouted Girastic, suddenly getting a feeling of being fearless. "You _stoled _those vials! Hell, do you even know what sort of stuff is in that stuff?"

"Yeah. They mutate people and animals," replied Kraab as if it was obvious.

"That stuff mutates people and-Wait, what?" Girastic stopped in midsentence and stared at Kraab. "You knew?!"

"Yeah. Before I stoled one of the vials, I saw some human drink out of that Luminous Aqua liquid. He turned into some sort of monster, so I finished him off."

"Wait, then why are you terrorizing people and stealing them then?" asked Girastic, getting more confused about the situation.

"Ha! You really don't know?" scoffed Kraab. "I'm Kraab, one of the most dangerous bounty hunters in the galaxy! Don't you think that, oh, I don't know, that someone HIRED me to steal the Luminous Aqua?"

"Galaxy? You mean aliens really do exist?" questioned Girastic cautiously.

"Look. Yourself. In. A. Mirror. Kid. You're an Elastisapien for crying out loud! Don't you know your own kind?"

"O-Of course I do!" said Girastic indignantly. "Anyways, why would your client want to steal some dangerous liquid that can mutate anyone?"

"Now THAT is a good question," said Kraab, slightly amused. "The Luminous Aqua was a rare liquid made by aliens, but some of the crates full of that stuff accidentally landed on Earth, so one of your so-called scientists took the credit and said that he was the one who invented it. Pah! What a liar!"

"Wait, so you're telling me that the Luminous Aqua actually came from space and that someone took all the credit when he didn't even know that liquid could mutate anyone into something dangerous?"

"That pretty much sums it up." Kraab glanced down and saw one last vial of the Luminous Aqua liquid near Girastic's feet. "Hey, kid! I'll make a deal. If you hand me that vial, I'll let you go, and I'll never even bother with humans again. Deal?"

Girastic glanced at the vial, then at Kraab. If she handed the vial to Kraab right now, he'll leave and never harm anyone again. Sure, the dangerous mutant vial might be with him, but at the very least, it'll be safe from human hands. But then, there's no telling if he could be telling the truth of not.

Whether Kraab was lying or not, one thing was sure. Luminous Aqua was a very dangerous liquid that shouldn't exist.

"Go find another job, creep." With that said, Girastic kicked the last vial away as hard as she could, watching as the vial shattered when it came into contact with the hard walls. The liquid dripped from the walls, but either way, it was useless to anyone now.

"Why you little-!" Furious, Kraab fired his freeze ray at Girastic, but she predicted he might do that, since she began running all around the room. She couldn't focus a direct hit at Kraab since he was still aiming his weapon at her, and running around wasn't going to do much, so she had to strategize quickly.

Girastic finally slipped on some ice that Kraab had accidentally frozen and she fell on her side, groaning in pain. She rolled to the side as quickly as possible to avoid a sizzling laser shot from Kraab, who was now wielding his blaster and throwing away his useless freeze ray.

"Oh come on!" The Elastisapien complained as she was extending her limbs to try and dodge the lasers. From other people's perspective, she might be dancing in a strange way or performing a weird pose as she dodged the lasers, but she had no time to dodge.

"Stop-NOT DYING!" yelled Kraab, continously shooting with his laser. If he came into close contact with the Elastisapien, she would no doubt ensnare him with her long limbs that she could stretch out with ease.

"Make me!" teased Girastic, sticking her tongue out. When she did, she was shocked to learn that her tongue could also extend as well. Just what limits were there in the alien watch? Now aware of her stretching tongue, she grabbed hold of the blaser Kraab had and threw it away before he could fire it. Still not done, she used her long tongue and one of her limbs to throw chunks of ice at Kraab, until one of them hit his head pretty hard, which only enraged the crab robot even more.

"Ugh! I don't have time for this!" Kraab clenched his pincher tightly as if it was his fist, then revealed what he had been hiding. His pincher transformed into a huge cannon that seemed dangerous.

"Oh, that is so not fair!" complained Girastic. Before she could complain even further, she had to dodge a very powerful blast coming from the cannon, which was enough to drive a hole in the wall which lead outside.

"Great! Now I have to repair that hole! Just my day!" groaned Kraab before taking aim at Girastic.

Girastic panicked on the inside. She might be able to dodge Kraab's blast, but he had a whole arsenal of weapons in his spaceship, and it was only going to be a matter of time before she changed back to normal.

Staring at the symbol of the hourglass on one of her limbs, Girastic noticed something. Whenever she slapped the symbol, she would return to human form faster, but what would happen if she pressed the top half of the hourglass symbol...?

Deciding to test that theory, Girastic pressed a hoof on the half of the symbol, an a green light enveloped her and illuminated the entire room. In a second, Girastic had transformed into Airy, which wasn't what she expected.

"What?! It can't be!" gaped Kraab, shocked over what had happened. "Who...are you?"

Confident, Airy grinned and placed her hands on her hips as she floated in the air. "Haha! Tremble before my amazing changing powers! Oh! Speaking of which-!" Since the hole Kraab created lead to outside, Airy began gathering air from the outside, quickly forming a large ball of swirling winds before throwing it at the stunned Kraab.

Caught off-guard, Kraab yelled when he got hit by Airy's attack, causing him to fall on top of some buttons in the control area. Whatever he trigger, it suddenly caused the spaceship to suddenly start flying.

"Aaaah! What did you do?!" cried out Airy, freaking out as she grabbed onto the floor.

"Me?! You caused me to crash on the controls! Now they're leading the whole ship to my next destination automatically!"

"Oh. Well, see ya!"

'Wait, what are you-" When Kraab turned around, he saw Airy flying out of the hole he created and leaving the spaceship with a mischevious smirk on her face. "I'LL GET YOU FOR THIS YOU LITTLE-!"

"Yeah, yeah. You're welcome," joked Airy as she began to fly down shore near a forest. However, before she could land, the timing on her alien watch went off, reverting her back to human and causing her to crash into some bushes below.

"Ow!" Rubbing her head, Alicia realized she was in a park, and luckily, nobody was nearby. "Ugh...Wow, I am never skipping school again. But...it was pretty exciting for a change."

Getting up, Alicia started to walk back home, rethinking about today's exciting events. Sure her life was on the line, and she might have been killed, but she felt she did the right decisions, even if she personally didn't like some of them.

* * *

><p><strong>Data: Girastic<strong>

**Name: Girastic (Name comes from Giraffe and Elastic mixed together, almost sounding like drastic.)**

**Species: Elastisapien (Name comes from the word Elastic. If you don't know what that is, look up 'The Incredibles' and see Elastgirl.)**

**Elastisapiens are a giraffe-like species that live in a world of green. Since they are vegetarians, they almost look green, and their planet has very tall, but delicious plants, and trees so they often use their powers to reach them.**

**Powers: Girastic has the power of elasticity, meaning she can change the shape and size of her outside body parts or even stretch them in shorter terms. She can use her limbs, tongue, and neck to stretch and use them in offense or supportive matters, like to provide as a long ladder. She's good at running, a little durable, and has average strength levels.**

**Weaknesses: Since she has to stand on all four limbs, Girastic can only attack with one limb. She can't dodge very well when faced with powers that can shoot multiple times, and not as strong as real muscled opponents.**

**Appearance: She looks like a baby-sized giraffe, but she still has green skin with yellow spots, bulbous tips and round nose that are completely pink, and hoofs on the ends of her limbs.**

**Personality: When Alicia turns into Girastic, Girastic is much more braver and insulting than Alicia. She can stand up to her opponents easily and is very fearless. **

**Rank: Best for frontal attacks.**

* * *

><p><strong>Hey everyone! Just a few points to explain in this chapter!<strong>

**First off, if Alicia kept fighting Kraab, she would most likely lose because he's much more experienced in battle than her. The reason she managed to survive was because they didn't technically finish their fight. Alicia fled because his ship was automatically going into a very far destination that would take him months to return to Earth. Alicia managed to escape on time.**

**Second, Alicia just discovered how to turn back to human quickly and how to switch aliens, both different ways. I remember that Ben can switch aliens from that Ben 10,000 episode where 10 year old Ben meets his future self, and I decided Alicia should have that same feature.**

**That's all for this chapter! Hopefully next chapter will be better!**


	5. Changeling Changes!

**Sorry for the waiting! **

**Disclaimer: Mage of Hope doesn't own Ben 10 series, only the OCs! **

* * *

><p>"Give that back! Please!"<p>

"Try and get it then, shorty!"

Like most schools, there were often bullies around. Right now, it was one of those days when Alicia was being bullied yet again. A tall, female bully named Trina had taken Alicia's history book and was raising it high in the air, impossible for Alicia to reach due to her small, child-like height.

"Hey!" Both girls turned and saw an Asian girl who seemed taller and a little older than Alicia despite being in the same 7th grade as her. She had pink glasses on, long jet black hair flowing down her shoulders, and she wore a pink school uniform. In addition, there was an orange cat in her arms.

"Uh...Kimiko? Did you bring in a cat...again?" asked Alicia, pointing to the girl's cat cradled in her arms. The Asian girl named Kimiko nodded, grinning maliciously at Trina while ruffling her cat's fur.

Trina started sneezing at the presence of Kimiko's cat. "Ugh! Achoo! Get that-that furball-ACHOO away! I'm allergic to cats! ACHOO!"

Kimiko growled, not liking the insult given to her precious cat. "How dare you call my cat a 'furball?!' That's it, get him, Fluffy!" Placing her cat down, Kimiko watched as Fluffy hissed and started approaching Trina, who continued to sneeze.

Worried, Alicia said, "Stop, Kimiko! I'm sure she didn't mean it!" Seeing Trina backing away and still sneezing, Alicia grew more worried. "Look, if you just give back my book, I'm sure my friend will call off her cat!"

"F-Fine! Whatever!" After throwing Alicia's history book at the ground, Trina made a run for it, continuing to sneeze.

Collecting her book, Alicia saw Kimiko cuddling her cat as Fluffy purred in response to his owner's affective touch. "Kimiko, I appreciate you helping me, but you could have really made it worse for that girl."

"Hey, it was her fault for messing with you," said Kimiko, shrugging her shoulders and not caring. "Besides, she crossed the line when she insulted my cute little Fluffy!"

"Still, if a teacher saw you with a cat, you'd be in serious trouble!"

"Not to worry! Fluffy, like the rest of my other cats, are really good at hiding themselves, even at school! I even bring some of my cats to school, remember? Besides, even if somebody discovers one of my cats, I trained them to run away as fast as they can. Besides, nobody can prove that those cats belong to me."

"I know, but still, I'm really worried about you."

Kimiko simply patted Alicia on the head. "No worries about it, Alicia! Oh! It's Fluffy's feeding time! I have to go!" Looking down at her cat, Kimiko cooed, "Say bye-bye to Alicia, Fluffy!"

"Bye, Fluffy," said Alicia, gently patting him on the head, which the cat responded by purring. Since Kimiko was very close to Alicia and was her only best friend, the cat-lover allowed Alicia to pet her cats whenever she wanted to.

"Oh! By the way, are you going to that Halloween dance on Friday?" wondered Kimiko, curious.

Alicia shook her head. "No. I'm not interested in that. Besides, I'm not really a good dancer. Why? Are you going?"

"Nope! I'm not looking for a boyfriend at the moment. I'm in love with all my kitties anyways! I was wondering if you'd like a sleepover at my house!"

"A sleepover?"

Truth be told, Alicia has never had a sleepover in her life before, and heard many stories of how it was like a girl's night and that girls do lots of things to each other. She was excited at the mere mention of a sleepover, but she knew she needed to have permission from her parents, or at least, Mrs. Morris first. Her parents were always busy, so the closest person to her would have to be Mrs. Morris.

"I...have to ask someone about that. I'll talk to you again another time, Kimiko. I'm sorry."

Kimiko waved her apology off like it was nothing. "It's fine! It's fine! It's still Wednesday, so you've got plenty of time!"

Alicia nodded, glancing at her watch on her wrist. "Well, lunchtime's almost over, so I better go. Bye, Kimiko!"

As the Asian cat girl watched Alicia walk away, she sighed in depression and rubbed her cat's fur against her hand. "I know, Fluffy. It's early, but I'll be sure to tell her my...secret tommorow."

* * *

><p><em>Later, at Mrs. Morris' home... <em>

"You want to go to your friend's sleepover?" asked Mrs. Morris, who stopped chopping vegetables in the kitchen for a moment.

Alicia nodded. "Yes. You know my parents are never around, so I can't ask them. But you, on the other hand..."

Mrs. Morris frowned before glancing at her sliced-up vegetables. "Alicia, your friend is trouble. I've heard that she's a cat-loving delinquent and is too obsessed with cats.

"That's...true, but people can change. Besides, it's not bad for Kimiko to love cats. I mean, I'm not really a cat person, but I still like cats. Sure, she might cause trouble, but she's not a bad person."

"...I'll think about it," decided Mrs. Morris, placing the vegetables in a container. "In the meantime, be a dear and help me put the vegetables in the refrigerator, okay?"

"Okay, Mrs. Morris! Thank you!"

* * *

><p><em>Later, that night... <em>

"Help! Help!" a woman screamed, holding a baby in her arms as she was trapped in the highest level of an apartment building that was being engulfed in flames. A large crowd formed below to see what was happening, and the firefighters were doing their best to put out the fire, but the level the woman was in was far too high for the firetruck's ladder to reach.

Out of nowhere, Girastic arrived at the scene of the fire, shocking many citizens. Not only was there an giraffe here, but a green one at that! Heck, some of the people made room or backed away from the giraffe, thinking it was dangerous.

One of the firefighters finally noticed Girastic and shouted, "Hey, chief! There's a green giraffe here, no kiddin'!"

The firefighter chief took a glance at Girastic before turning his attention back at the fire, still trying to put it out. "We don't have time to deal with no green freakin' giraffes! We've got a fire to put out! And where the hell are the other fire trucks?!"

"They'll arrive here soon enough, sir!"

"'Soon enough' isn't soon enough!"

_'Yeah, I'm just going on ahead and rescue the woman and her baby,' _thought Girastic mentally to herself as she extended her entire body while planting her hooves to the ground. At the sight of the green giraffe growing larger and stretching her limbs, civilians screamed and backed away, unsure what the giraffe would do.

"Aaah! Get away! Get away!" yelled the endangered woman, holding her baby close to her chest while trying to avoid the fires inside.

When Girastic straightened her neck sideways to provide room for both the woman and her baby, the giraffe alien shouted, "Hurry up! Grab onto my neck!"

"Y-you can talk?!"

"Is there anyone else inside the building, miss?"

"N-no! I looked everywhere as I headed to the top so I could try to escape with my baby, but nobody else was found!"

"Good! Now, get on my neck and don't let go!"

"But-!"

"No time to argue! Just do it!"

Looking behind her to see more of the fires spreading, the woman had no choice but to trust Girastic at the moment. Hugging her baby, the woman carefully stepped out of the window and sat on Girastic's long neck like it was a bench. Afterwards, Girastic leaned her neck downwards until her neck laid on the ground so that the woman and her baby could get off.

While the crowd cheered and applauded for the heroic act, Girastic reverted back to her normal size and trotted off just as police cars arrived. One, she didn't want to be caught and apprehended by the police by the time her time was up. And two, she didn't want to waste time being praised by the people, even though it would feel nice to be the center of attention.

As she was running, Girastic screeched to a stop when a large explosion was heard nearby. Suspicious, Girastic decided to investigate and search for the source of the explosion. Eventually, she reached a large hole in a yarn factory, thus allowing her to enter the factory.

Inside the yarn factory, there were just layers and layers of woven, colored yawn everywhere, in shelves, sealed boxes, everywhere. In another area, some of the yarn was made to create clothing, and there were even some machines that helped with the factory.

What was most out of place was the fact that countless cats were surrounding the factory, happily playing and tugging with the endless amounts of yarn.

A female voice crackled throughout the yawn factory. "Go, my furry pretties! Play with all the yarn you can get! Mommy loves ya!"

"Just where is that voice coming from? And why does it sound so familiar?" murmured Girastic, glancing around before realizing the beeping of her symbol was going on and off. When she reached outside, her time limit was up, allowing her to return to normal.

* * *

><p><em>The next day, after school... <em>

_'Just where is she?' _wondered Alicia, crossing her arms impatiently. She took out the note Kimiko passed to her during one of her classes and silently read it for the third time.

**Dear Alicia,**

**I have something very urgent to tell you. No, it doesn't involve the sleepover. By the way, have you thought about it? Anyways, meet me in the dumpsters behind the school after school ends.  
><strong>  
>"Knowing her, it's probably trouble," sighed Alicia, wondering what sort of delinquent trouble Kimiko has caused this time.<p>

Suddenly, cats started to spring into the area, from behind the dumpsters, on top of the school walls, everywhere around the area. Alicia walked a few steps backwards, cautious of the large amount of cats. Then, something tapped her shoulder, making Alicia gasp and turn around before backing away at Kimiko's new appearance.

Kimiko's usual clothing was replaced by a white and pink dress with pink tights, pink sneakers, pink cat paw-like gloves, and a cat bell wrapped around her neck. Her long hair was tied in a ponytail style and held up by a pink bow that resembled cat ears.

"...Kimiko?" gasped Alicia, quickly recognizing her best friend. "What happened? And where did all these cats come from?"

"They're all under my control," explained Kimiko, petting two of her cats when they jumped on her shoulders. "What do you think?_ Impurrressed? _Just recently, I discovered that I have mind control over all feline beings. No wonder I had such a connection with cats!"

"So, you have the power to control cats?"

"Basically, yeah. But that's not the only reason why I wanted to talk to you. Tonight, I'm going to plan my biggest, first heist!"

"So, the yarn factory was your doing?" asked Alicia.

Kimiko frowned, raising an eyebrow. "The yarn factory? And how do you know that?"

"Because there were cats everywhere in there-!" Alicia paused and had to think of another excuse before she gets suspicious. "...And, it was all over the news!"

"Huh. Well, I never watch the news anyways, but a heist like that would attract attention, so yeah, I did invade the yarn factory."

"But why?"

"For my sweet, cuddly kitty witties of course!" cooed Kimiko, hugging three more of her cats. "I'd do anything for them!~"

"Isn't that a bit extreme?" asked Alicia nervously. "Buying them yarn and cat treats are good and all, but isn't trespassing and entering a yarn factory a bit...too much?"

"Hmm...you're right."

Alicia sighed in relief, thinking Kimiko might forget about doing any other dangerous stuff. Kimiko's power to control cats might not be much, but it can also be dangerous. Alicia knows, considering how she herself doesn't understand her watch's power fully.

"Instead, I'll free every single feline from the zoos and cages! Starting with my big heist tonight!" declared Kimiko, a dangerous grin shown on her face.

"Wait, what?! What heist?!"

"Oh, I didn't tell you, did I? I'm takin' my actions to the extreme by freeing all felines in the zoo!"

"Why?" asked Alicia, somewhat bewildered. "Why are you telling me all this?" With this sort of information, Alicia could tell the police, but they probably wouldn't believe her.

Kimiko offered a hand to Alicia, smiling generously like a true friend. "Because, you're my one and only true friend. Besides all the cats I have. We can do this together, as the ultimate cat duo team! Freeing all felines and cats everywhere! So, what do you say? It'll be purrrrfect!"

The blong-haired girl glanced at Kimiko's hand, looking very hesitant. Alicia didn't want any part nor join Kimiko's crazy realm of cats, but she's Kimiko's friend, and felt pity for the lonely girl who had no other friends except for her cats. In a way, they were alike.

"I..." Biting her lip, Alicia requested, "Can I just...think about it? This is all so...sudden. Yeah. Can you just give me some time to think about it, Kimiko?"

Kimiko tapped her chin with her finger. "Hmmm...I guess so. I did rush you a bit, after all. Alright, think about it, Alicia. Oh, and by the way, it's not 'Kimiko' anymore. Call me..." Leaning forward, Kimiko tapped Alicia's nose lightly with her gloved finger. "...Nyancy Chan! Kitties! Time to leave!"

With that command said, all the cats in the area started to walk away, and Kimiko ran up to the dumpsters before leaping off the ground, landing onto the dumpsters before jumping off and landing on the school rooftops. Afterwards, she ran off, leaving Alicia alone in the dumpsters.

* * *

><p><em>Later, in Mrs. Morris' house... <em>

"...Alicia? Alicia? Are you paying attention, dear?"

"H-huh?" Snapping out of it, Alicia stood up from her chair, looking at the worried look of Mrs. Morris. "I'm sorry, what was it you said?"

"I said that you can keep my old collection of Halloween costumes I once owned as a little girl," Mrs. Morris repeated what she said before. "Are you okay? You looked tired when you came here. By the way, where were you late from coming after school?"

"It's...nothing important," replied Alicia. "Anyways, thank you for giving me your old costumes, Mrs. Morris. Where are they, exactly?"

"Up in the attic." Just as Alicia was leaving for the attic, Mrs. Morris called out, "Wait, Alicia! I've been thinking about that sleepover you told me about, and I decided that maybe I was judging your friend too much. So, I'll allow you to go to the sleepover.

"Um...about that...I actually changed my mind about that," said Alicia, looking uneased. "I don't want to go to the sleepover after all."

"Why? I thought you would want to."

"No, I changed my mind. Maybe it's not the right time. Anyways, I'm going to the attic now!" Wanting to avoid talking about the subject, Alicia ran upstairs before taking another set of stairs that led to the attic.

It took a couple of minutes, but eventually, she found a box filled of old costumes, wigs, hats, and masks. There were various kinds inside the box, and so many to choose.

Mrs. Morris walked up the stairs until she reached the attic. "Find anything useful? I was wanting to give you these for trick-or-treating on Friday night, if you're still interested, of course."

"Um...I'll think about it, Mrs. Morris. I just...have a lot on my mind right now."

The older woman shrugged. "Okay. I have to go to the kitchen now, so you can keep the costumes if you want."

After her neighbor left, Alicia examined the costumes before getting a risky idea. She tried to pick up the box full of costumes into her arms, which proved futile since the box was heavy, so she had to drag the box down the stairs and towards the front door, creating lots of sounds.

"You okay?" called out Mrs. Morris from the kitchen.

"I'm fine, Mrs. Morris! I'll be going now! Bye!" After opening the front door, Alicia pushed the heavy box outside before shutting the door behind her. She then had to half-drag and half-carry the box all the way home, which wasn't too far, luckily.

Entering her room, Alicia took out a sewing kit Mrs. Morris bought her on her 11th birthday and placed it on her desk. Alicia didn't need to worry about her parents or older sister coming home early, since they're always late.

However, she did need to worry about how much time she had to stop Kimiko-or rather, Nyancy Chan in this case. She couldn't just call the police, or else Nyancy Chan would be placed behind bars, so the only other way was to try to convince her the hard way, because Alicia knows how stubborn Nyancy Chan can really get.

Besides, Nyancy Chan/Kimiko needed Alicia's friendship more than ever so that Alicia could convince her only friend in school to stop any heinous acts.

* * *

><p><em>That night, at the National Zoo Park... <em>

Nyancy Chan and her group of cat minions managed to escape through the sights of security and had just freed all of the feline-like species in the zoo; tigers, lions, anything cat-like.

Unfortunately for Nyancy Chan, the silent alarm went off, and soon, police cars were beginning to surround the National Zoo Park, with police officers popping out of the cars and getting out their weapons. The police officers searched all around the zoo, but couldn't find anything but the empty cages of the lions and tigers.

"Where'd they go?" one of the officers questioned, scratching his head in confusion. Suddenly, one of the officers rushed to his fellow comrades in a hurry.

"Call the medic! One of our officers was found, injured badly!"

"What?!"

In no time at all, the paramedics arrived, tending to the injured officer's wounds. Apparently, the officer was found in a small rose garden, but not fatally injured, luckily.

"What happened to you?" wondered one of the officers, kneeling next to the injured officer.

Coughing for air, the injured officer answered, "I-I was attacked...by a wild lion. I was about to be finished off, when some sort of green talking giraffe saved me and took me to the garden to rest."

"Normally, I'd call you crazy, but with the rumors going on, I guess I can't," said another officer. "What happened next? And why didn't you radio for help?"

"I tried to...but everything happened so fast. I-I think I lost my radio or broke it accidentally during the fight. That doesn't matter now-ugh!"

"Get him to an hospital, fast!" one of the officers ordered one of the paramedics, who nodded in agreement. Then, the officer's radio sprang to life, and another voice over the radio spoke loudly for everyone to hear.

**"Attention all units! Requesting help and requesting tranquilizers! We are currently at the Sunny Spot Mall, where it's surrounded by a literal army of cats!" **

"All available officers, go right to that destination, now!" the current police officer in charge of his group ordered. "The rest, investigate the zoo! Who knows what we'll find!"

"Yes, sir!"

* * *

><p><em>Inside the Sunny Spot Mall... <em>

"Ooh! Two heists in one day? A new personal record for me!" squealed Nyancy Chan, exploring the largest costume shop in the mal with her cats. "Now, wonder what I'll do here? Maybe a few new costumes will help style up my fashion?"

Suddenly, something crashed into the costume shop through the windows, spreading glass shards all over the ground as the intruder landed on her hooves. "Ow-ow-ow!" muttered Girastic, stepping away from the glass shards. "Not doing that again!"

"Huh? Who are you?!" demanded Nyancy Chan, hissing.

"I-" Before Girastic could fully answer, her watch symbol started beeping red and transformed her back into Alicia, but something was far different about her appearance this time.

Alicia wore a long dark overcoat with a collar like that of a vampire's clothing, white gloves, and her head and face was completely covered by a white motorcycle helmet that covered her mouth and had a yellow visor over her eyes. In addition, her helmet held her long blond hair, making her assume the role of a male. She held a radio that she forced herself to take from an officer in order to locate Nyancy Chan, promising herself to return this to the police soon enough.

"Meow! Now what?!" screeched Nyancy Chan, stunned.

"Ahem!" Alicia attempted to deepen her voice as low as it could get. "I am a...a superhero! Yeah! And my name is-"

"Why is your voice like that?"

"Huh? Uh...I have...a cold! Yeah!"

"Oh."

"ANYWAYS!" Coughing, Alicia gained Nyancy Chan's attention. "I am a superhero, by the name of...of Changeling! Yeah! Changeling's my name!" _'And my watch needs to recharge! If only I had been given a couple more minutes!' _she thought.

"Well, you wanna-be superhero, I, Nyancy Chan, am in the middle of a heist, so don't get in my way!" growled Nyancy Chan. "Go, my cats! Scratch him, starting with that weird helmet he has!"

As her cats started to approach 'Changeling,' she started backing away until she ran and hid behind a counter, trying to think of a new strategy. _'Ok, clearly, I wasn't thinking straight when I wanted to go stop Kimiko, but...' _While thinking, Alicia spotted some fake instruments scattered all over the ground along with other costumes and hats, possibly due to the mess Nyancy Chan and her cats created.

Alicia got up with some fake cymbals in her hands before she started banging both of them against one another, creating lots of crashing noises and scaring a lot of the cats in the room. They may be fake instruments, but they almost work as good as the real ones. She was lucky that cats dislike loud noises a lot, because soon, some of the cats started backing away in order to avoid the noises.

"Nobody scares my kitties and gets away with it!" Angrily, Nyancy Chan ran towards Alicia and caught her off guard by tackling her, knocking her to the ground as both girls struggled.

"L-let go of me!" yelled Alicia, grabbing ahold of Nyancy Chan's wrists and trying to get the girl off her. In a situation like this, Nyancy Chan was far more physically stronger and faster than the superhero below her. "Why are you doing this anyways?! What do you hope to accomplish?!"

Nyancy Chan smirked and laughed manically. "Isn't it obvious? I'm trying to make the world a purrrfect place...for CATS!" With that declaration, Nyancy Chan was so close to nearly removing Alicia's helmet and exposing who she is.

Not willing to give up and still wanting to save her friend, Alicia had accidentally kneeled her cat friend right in the stomach, causing Nyancy Chan to cough and release Alicia before falling on her back, heaving her chest back and forth as she clutched her stomach in pain.

Spotting a fire extinguisher in an emergency glass pod on the wall, Alicia mustered up her strength to stand up and rush towards the glass pod. Opening the pod, Alicia took out the fire extinguisher, trying to figure out how to work it when Nyancy Chan started running towards Alicia, baring fangs.

AT last, Alicia read the instructions as quickly as she could and sprayed water at Nyancy Chan, who shrieked and slipped on the wet puddle now created by the water. Turning around, the secret superheroine sprayed water at the rest of the cats, making all of them screech and run away after being drenched.

Panting, Alicia stood up and walked towards the drenched Nyancy Chan. "It's over, Kim-er, Nyancy Chan! Just give up and-"

"Oh boys!~" cooed Nyancy Chan, using her hypnotic power to summon the last of her allies. Entering the messed-up costume shop, a lion and a tiger appeared, both just as dangerous as the other. The other small cats meant nothing to the two superior feline species.

"A lion?! And a tiger?! Oh yeah, they're cat species," muttered Alicia, ashamed that she forgot about the logical fact. In fact, she was more scared and shocked because now, she had to face two dangerous animals who could shred her and make her mincemeat, possibly literally.

"That's right!~" sang Nyancy Chan before growing serious. "Destroy him, my precious!"

At their master's command, the lion and tiger charged towards Alicia who had to run around the costume shop, trying to avoid the sharp claws and fangs of the two predatory species. Finally, she arrived back behind the counter, where she was currently hiding, but knew it wouldn't be long before the two cat-like creatures found her.

Alicia lifted up her leggings, revealing her alien watch's color has reverted back to green instead of red. Relieved that it was fully charged, Alicia started twisting the dial, trying to find a more suitable alien to fight with rather than Girastic or Airy. When she found the alien to select, she slapped the dial down before her transformation commenced, a bright green light illuminating the shop.

What was Alicia took the form of a dinosaur-like dog that had a light blue colored body with black stripes. She had a dinosaur-like skull with some jagged upper jaw and bright green eyes with pointy ears. On her back were a small chain of plates protruding from the spine, which extended to form a short tail. Also, the watch symbol was on her neck, where a dog's collar usually should be.

Glancing at herself in the tall mirror nearby, Alicia, or rather, the dog alien she named Bolt, barked in joy and wagged her tail, happy she was able to choose the alien she needed. Getting serious, Bolt crotched down before leaping up on top of the counter, barking loudly.

"Meoww!" cried out Nyancy Chan, quickly hiding behind a pile of clothing, while the lion and tiger were not fazed by Bolt's barking. "G-get him!"

Together, the lion and the tiger charged towards Bolt, who had predicted that both of them would charge right at her like rabid animals. She jumped off the counter and made her first assault by tackling the tiger before pouncing off it to gain better distance.

The tiger had not expected the dog-like alien to have such strength as it fell on its back, hurt. As the lion was engaged in battle with Bolt, the tiger decided to assist its fellow feline partner by tackling Bolt to the ground, keeping her in hold.

Satisfied that the dog-like alien was down on the ground, the lion opened its jaws to proceed for the final kill, when Bolt used her small, but sharp tail to cut a piece of the tiger's arm, making it bleed badly. After the tiger yelped and loosen its grip on Bolt to tend to its wound, Bolt rolled out of the way in avoid to avoid the lion's deadly bite before using all her strength to knock the lion away in the chest, causing enough to make it crash into a closet full of clothing.

Turning to the injured tiger, Bolt growled at the tiger before rushing towards it and biting on its already bleeding wound, making it yell in pain and struggle to get freed. After releasing the tiger and backing away for space, the tiger seemed to be very frightful of Bolt before it managed to scramble out of the costume shop.

The lion recovered from its unexpected assault before it charged towards Bolt again. Not wanting to hurt the zoo animal too much, Bolt got out of the way, watching as the lion fell on its stomach, hard. She scratched at its cheek not too deeply, but enough to cause severe damage. The lion roared in pain and proceeded to swipe at Bolt several times before Bolt finally decided to pounce on its stomach with everything she had, knocking it out of the shop using the broken windows.

The last person standing happened to be Nyancy Chan, who was full-on terrified of Bolt. It wasn't just her fear of dogs, especially when she's a cat person, but also because of the damage Bolt had done to her tiger and lion.

Not willing to hurt her friend, Bolt trotted towards Nyancy Chan slowly, but when she got close, Nyancy Chan yowled like a cat and ran off, forcing Bolt to chase after her. Eventually, they both came outside of the mall, which was surrounded by a bunch of police cars.

Thinking quickly, Bolt made a run for it, allowing Nyancy Chan to be caught by the police officers. When Bolt finally hid behind some large bushes, the timer on her watch came, making her turn back into Alicia. Since she wasn't too far from the mall, she managed to catch a glimpse of Nyancy Chan being arrested and taken into a police car.

_'Whew! Now to get out of here,' _thought Alicia, trying to get out of the area before any of the cops spotted her.

* * *

><p><em>The next day, on Halloween night... <em>

"This looks alright to me," said Alicia, examining herself in front of her bedroom mirror. For Halloween, she decided to wear a simple costume; the Red Riding Hood costume. However, she didn't have a red cape, so all she had to wear was a yellow cape, thus making her the Yellow Riding Hood. At least she was able to wear her favorite color.

Last night, Nyancy Chan was arrested and sent to Juvenille Hall due to her being young. Tommorow or so, Alicia was going to pay a visit to her friend, but she was nervous about telling her friend that it was her who turned into Bolt and chased after her. Eventually, Alicia decided to keep the identity of 'Changeling' to herself.

Right now, in a couple of minutes, Mrs. Morris would be picking her up from her house to go trick-or-treating since both of them had nothing better to do. Mrs. Morris was sorta glad that Kimiko, or Nyancy Chan, was going to be punished for her actions, but felt bad for Alicia, who was a dear friend to her.

When Alicia headed downstairs and glanced out the window from her living room, she saw the same familiar police officer she saved the other night. Remembering she still had his radio, Alicia rushed back to her room to go retrieve it.

Meanwhile, the police officer was on patrol, walking along the street's sidewalks to look out for danger. He couldn't help but think about that weird green giraffe that saved his life before and felt grateful to her. He didn't have too much injuries from before and was almost full recovered.

Suddenly, Girastic ran up to him, holding a police radio in her mouth. The police officer was surprised to see the same giraffe from before, and from the looks of things, it seemed that she wanted to return his radio back to him.

"Hey, you're the same giraffe that saved my life!" gasped the police officer, kneeling down in front of her. He glanced at his former radio and shook his head. "No, you can keep the radio. Consider it thanks for saving my life. Besides, I've already got a new radio...and a scolding from my boss."

Girastic smiled when the police officer rubbed her head tenderly before she turned around and left. After watching her leave, the police officer sighed and stood right back up. He had a feeling things were going to be interesting nowadays.

Back in her house, Alicia had transformed back after slapping the watch symbol on herself. She had been surprised when the officer allowed her to keep the radio, but started listening to the radio when it started creaking to life.

**"Attention, all units! Bank robbery at Palm Street, dead ahead! All available units, please respond!" **

_'That's not too far from here,' _Alicia thought as she turned to her clock. She still had time before Mrs. Morris arrived. She ran to her room, ready to suit up and perform a heroic duty as the mysterious alien-changing superhero 'Changeling.'

* * *

><p><strong>Data: Bolt<strong>

**Name: Bolt (Bolt refers to thunder, which strikes quick and deadly)**

**Species: Anubian Baskurr**

**Not much is known about Anubian Baskurrs, except that they act a lot like dogs and can be easily tamed and loved for. Each one of them can be loyal or not, depending on who they are.**

**Powers: Bolt is extremely agile, has enhanced strength, and has a strong sense of smell and hearing like that of a dog.**

**Weaknesses: She doesn't provide much defense, and can be taken out easily by a very heavy blow. Since she's a dog-like species, she tend to have some behaviors of dogs that may distract her. **

**Appearance: A combination of a small dinosaur and a small dog. Her body is entirely light blue with a jagged, sharp jaw and bright green eyes. She has a chain of plates ****protruding from her spine, extending to form a small tail.**

**Personality: Very loyal, courageous, and often serious and active in battle. She can tend to fool around when playing around as a dog.**

**Rank: Best for agility. **

* * *

><p><strong>Hello, people! I originally wanted to put this in a two part chapter, but I changed my mind and mushed it all in at the same time!<strong>

**Alright, Nyancy Chan is actually a real character that appears in Ben 10: Omniverse. I don't care what you guys say, but I love that show just as much as I love the other Ben 10 series! Seriously, people complaining about the Omniverse series just because of the animation? So what? I personally liked it! Anyways, I wanted to explain a bit of Nyancy Chan's origins.**

**Also, this chapter has references to Season 3 of The Batman in the episodes 'Batgirl Begins Parts I and II.' Nyancy Chan acts kinda like Poison Ivy, and Alicia acts like Batgirl, except not with the snarky and sassy attitude.**

**I plan to make Alicia a superhero like Ben, except, she actually hides her secret identity like most superheroes, and tries to act like a male superhero. I thought the name Changeling might be a good name, because it actually means like a transforming creature taking the place of a child.**

**Anyways, the next chapter will take a while, but stay tune!**


	6. Night of The Walking Sleep

**Alright, people! Here's the new chapter!**

**Disclaimer: Mage of Hope doesn't own Ben 10 series, only the OCs! **

* * *

><p>"Leave me alone!" cried out a boy, being picked up by the collar by a large, muscular bully. Alicia, who had been watching for about a minute, sighed. Looks like she'll have to go fetch another teacher, again.<p>

"Not again," muttered Alicia, running to a nearby classroom to go fetch a teacher. Since school was done for the day, anyone could enter the classrooms as they pleased. It honestly didn't take long for Alicia to fetch one of the teachers, Mr. Fletcher.

"Slow down, miss Alicia!" said Mr. Fletcher as Alicia tugged on his arm, urging him to hurry up. Both heard shouting coming from one of the lockers when they arrived where the bullying took place.

"Let me out! Please, somebody, help!" a boy called out from one of the lockers. Apparently, the bully that was harrassing the bullied boy was nowhere to be seen, and probably already fled the scene in fear of being caught by an adult.

Both Alicia and Mr. Fletcher tugged and pulled on the locker the boy was trapped in, but it was stuck. Therefore, Mr. Fletcher had to fetch the school janitor to unlock the locker.

When the janitor finally unlocked and broke open the locker, the bullied boy tumbled out with tears streaming out. He shakily got to his feet and ran off, crying the entire time.

Shocked and feeling sorry for the boy, Alicia felt an unknown fury awaken inside her. Usually, she was gentle and rarely ever got angry, but this was the last straw! This school has too much bullying, and she tried to take avoid any violence, but after seeing that poor boy being bullied badly, she felt like she had to take action.

Ever since she got the weird alien watch, she felt a form of confidence build in her, but, being the careful person she is, she tries not to be too overconfident in fear that something might go wrong. Even so, she couldn't help the feeling of being excited and newly refreshed every time she stopped crime as the newest superhero "Changeling," who soon became very popular.

For about a few weeks, Alicia has donned the name "Changeling" and acted as a superhero, using the powers of the alien watch to help people. Nobody else but Alicia herself knows that Changeling is a girl, and the public only caught very few shots of her. Most of the reason is because every time Alicia stops a crime, or helps people, or somewhat like that, she always runs away, not wanting to be seen in the camera, which was the reason why the media has very few info about "Changeling." She did reveal her superhero name at one point, but afterwards, she just ran off as usual.

Trying to figure out how to stop bullying in the school, Alicia spotted the same bully that was picking on the poor crying boy. Not only did she see the bully, but also two of his supposed friends walking together, possibly going home.

Too enraged to think straight, Alicia decided to follow the bully back home. Maybe she might not be able to convince the bully himself to stop being a bully, but maybe if she told on his parents, they might force him to stop.

While Alicia was following the three boys, she often had to hid to make sure the trio didn't discover she was following them. Soon, she started to eavesdrop on their conversation, wondering what schemes they had up on their sleeves.

"So, Jake. You want to see that new circus tonight? The tickets are really cheap!" urged one of the two boys, addressing to the bully in the middle.

Jake shook his head. "Why would I want to see some lame-o circus? We all know how it is. There are fire rings, clowns, elephants, all that stuff."

"Yeah, but my cousin says it was awesome! Way better than that new skateboard she got on her birthday!" said the second boy. "Come on, you gotta see!"

"Hmmm...better than your cousin's skateboard, huh? Well, it was a rare type, so yeah. I might go. But you two have to go with me," demanded Jake.

"Not really a problem with me. I was planning to see it tonight anyways," replied the first boy.

"Yeah, count me in!"

* * *

><p><em>Later, late that night... <em>

Jake yawned when he entered his room at around 11 at night. The circus was entertaining in its own way, and it was alright. He even got a free clown stamp on his hand after getting a ticket for the circus. But now, it was time to go to sleep, and luckily, tommorow was the weekend, so it was nothing to worry about.

Meanwhile, Alicia, who had already discovered Jake's home address, was near his house, hidden behind tall trees and bushes so that no one could see her. Well, it's not like there was going to be any bystanders anyways, since it was pitch black already.

Alicia peeked from her hiding spot, seeing Jake turn off his room light and already covering himself in his bed sheets. He looked like he was sleeping peacefully, but it wouldn't stay that long.

Turning to the alien watch on her ankle, Alicia began turning the dial to the right alien she needed before pressing down, a green flash taking over her body as she began transforming.

The alien Alicia selected was a fairy-like alien with light pink skin, magenta-colored hair, purple fairy wings, green eyes, and she was wearing a lavender dress. She had lavender colored gloves with three fingers, and her feet has two toes.

"Purrrr! Nice! Now to give that mean Jake a taste of his own medicine!" purred Twinkle Bell, the name of the fairy-like alien. She flew over to Jake's window, and, seeing how it was unlocked, she quietly pushed the window upwards before slipping through, entering his messy, dark room.

The first time Alicia had used Twinkle Bell, she was fighting against some crooks, so she obviously had no idea what Twinkle Bell's powers were. However, after testing them out on the same crooks, she discovered that her powers were not only to make people sleep under some sort of fairy dust, but also to enter into their dreams and make them into nightmares.

While it is true that revenge never solves anything, Alicia wanted, just this once, to create a nightmare inside Jake's dream. It wasn't going to physically harm Jake, but she wanted to deliver a message for him to never bully anyone again. It might not be a complete resolution, but if it works, Jake may never harm one another ever again, so some good may come out of it.

Seeing how Jake was fast asleep, Twinkle Bell didn't even need to put him in deeper sleep. "Time to enter your dreams, Jakie! This is for that poor boy you tormented!" said Twinkle Bell, an evil grin forming on her face as she started to enter into Jake's dreams.

* * *

><p><em>Inside Jake's dreams... <em>

_Jake was swimming around in a pool made entirely out of gold. He was wearing clothing entirely made of gold, and his entire imaginary mansion was made of gold._

_"Ahhhh...this is the life..." sighed Jake, leaning back and letting the gold pool take him wherever he wanted. In the meantime, Twinkle Bell was going over Jake's files inside his mind._

_"Hmm...nope! Nope! Nah-uh! Ooh! Perfect!" she trilled, grinning once she found what she was looking for. _

_Suddenly, Jake felt something slimy and weird on his back, causing him to open his eyes and glance at his pool of gold to realize it was actually a pool full of live snakes!_

_"AAAAAHHHH! SNAKES! I HATE SNAKES! GET THEM OFF! GET THEM OFF!" _

_Suddenly, a very large anaconda snake wrapped itself around Jake, tangling him and forcing him to look at it in the eyes. "You, Jake, are in serious trouble!" said the anaconda._

_"W-what did I do?!" wondered Jake fearfully._

_"Isn't it obviousssss? You torment and bully othersssssss for the fun of it! I'm here to put an end to it...BY ENDING YOU!" The anaconda then opened its wide, poisonous jaws as far as it could, ready to swallow up the bully._

_"Wait! Wait! Please, I don't want to die! I'll do anything! I promise! I'll never bully again!"_

_After hearing that, the anaconda stopped its assault. "You promise?"_

_"Yes! Yes! I'll never bully anyone again! I'll even apologize to all those I've bullied!"_

_"Hmm...very well then. HOWEVER! If you so dare hurt another being again, I will haunt you in your dreams for the rest of your life. Understand?!"_

_"Yes! Yes!" _

* * *

><p>"No...no..." mumbled Jake, clinging onto his bedsheets as sweat started to drip from his forehead. Twinkle Bell exited out of his dreams and watched as Jake was experiencing one of the nightmares she created personally for him.<p>

Twinkle Bell snickered. "Serves you right, Jake! Hehehe!" When she flew out of his window and as far away from his home as possible, her watch symbol began beeping red, and soon made her go back as a human.

"Whew! That was...easier than I hoped," said Alicia, running back home. She felt a sprang of guilt inside her and thought, _'But why do I feel like I'm going to regret this one way or another?' _

In the meantime, Jake was panting heavily as the clown stamp on his hand was mysteriously glowing blue. Unknown to anyone, it was a sign for bad things to come.

* * *

><p><em>The next morning... <em>

Alicia yawned as she ate her cereal at Mrs. Morris' house early that morning. Every single morning, before going to school, or even on the weekends, Alicia would always eat breakfast with Mrs. Morris since her parents and older sister were always out of the house.

"Tired? Didn't you get a good night sleep, Alicia?" asked Mrs. Morris, concerned about the young girl's health.

She nodded tiredily. "Yeah, I did. Don't worry about it."

Mrs. Morris nodded before turning on the TV for the News Channel. On the TV screen, a female reporter was announcing the current news as of right now.

_"-And for our next report, there are terrible, countless amounts of people in terrible state. Police reports state that all of these people are still currently in some sort of nightmare of their own, unable to wake up." _

The screen reverted to one woman, who was being interviewed right next to a man, who was sweating and weakily frailing his arms. _"It was horrible! I was working late, and when I came back, I tried to get my husband to wake up, but I couldn't! So, I called the ambulence to see if they could do something!" _

Next, a man was being broadcast right next to a little girl, who was sleeping and muttering in agony. _"I woke up this morning to go wake up my daughter, but when I came to her room, she was already like this!" _

Finally, the camera changed to a very troubled mother, who was grasping her son's hand. Alicia recognized the son, because it happened to be Jake, who was already in a worse condition than he was last night when she planted the nightmare into his mind.

"Oh no..." Alicia gasped quietly.

_"It was horrible! My son was suddenly screaming about snakes, then he became all quiet and sweaty!" _sobbed Jake's mother, unable to glance at the camera any longer.

Suddenly not hungry anymore, Alicia got up and put her cereal bowl in the sink. "Um...excuse me, Mrs. Morris. I have to get back home. I-I just remembered that I have lots of homework and tests I need to be studying for."

Mrs. Morris nodded. "Alright. Are you going to be busy all weekend?"

"...Yes."

* * *

><p><em>The next day...<em>

For the rest of the day, and most of Sunday, Alicia had been investigating about the mystery behind all of the victims that were currently having nightmares and unable to wake up. One reason was because her gut tells her something was unusual, and the other was because she kinda had a part in it, because she caused a nightmare inside Jake's head.

The first thing she had done was transform into Airy, taking advantage of her tiny size to sneak into the police station and take one of the papers containing the list of victims currently in a nightmare. There were many copies, so one missing shouldn't have mattered.

Afterwards, Alicia visited every single victim's homes, who were, or were not, infested with police everywhere. She couldn't just waltz into their homes every time she wanted to, so she had to constantly use Airy over and over to gather intel on all the victims from the police and examine the unconscious, sweaty bodies herself.

So far, every single victim had the same conditions of being in a nightmare, but they were also unable to wake up no matter what, even if someone tooted a blowhorn in front of their ears. Strangely, all victims also had some sort of clown stamp on their hand.

The last person to check was Jake, and Alicia desperately didn't want to check him.

Not because Jake was a bully, but because she may have caused his nightmares. All she wanted to do was teach him a little lesson and force him to stop being a bully, but even so, it was still wrong of her to do so. Alicia had never felt so much guilt and worry in her life before.

Normally, Alicia would think to use Twinkle Bell to revert the nightmares into dreams, but, she was scared.

Alicia was afraid she might make things even more worse if she entered the nightmares and change them back. She still doesn't know all the secrets that her alien watch contains, and if she makes the wrong move, somebody would suffer the consequences. She couldn't take that risk.

However, it was at least worth trying.

Once she arrived at Jake's home for the second time, she checked his room to see if anyone was there. Luckily, no policemen or Jake's family was in his room, only Jake himself, and his face was turning more and more pale, an effect from being in a nightmare for too long.

After transforming into Twinkle Bell, she flew in through the same way she did last time, reentering Jake's room. Making sure nobody was around, Twinkle Bell concentrated on her powers to enter into Jake's nightmares.

* * *

><p><em>Inside Jake's nightmares... <em>

_Everything was dark around Twinkle Bell as she explored around the darkness. Suddenly, a snake appeared from out of the darkness and lunged towards her!__  
>"Eep!" she squeaked, dodging in time. The snake spiraled around and tried to lung towards her again, when Twinkle Bell used her powers to quickly change the snake into a flower. Once she thought she was clear of any danger, Twinkle Bell sighed in relief.<em>

_However, her assurance didn't last long._

_Several other snakes began to coil themselves out of nowhere and surround Twinkle Bell, surprising her. Trying to act brave, Twinkle Bell started showering her dream powers at them, trying to use her imagination to transform them into peaceful things, like a kitty, or flowers._

_No matter how much she tried, Twinkle Bell couldn't possible take on all of the snakes, especially since they were multiplying rapidly as time passed. Soon, an entire army-no, an entire population of snakes filled the voice of darkness with some mysterious crackling laughter in the background._

_The snakes and the laughter started to consume Twinkle Bell, multiple snakes growing and growing until... _

* * *

><p>"Aaah!" screamed Twinkle Bell, bursting out of Jake's mind and collapsing to the ground, suffering a major headache. She groaned and rubbed her head, but her pain was nothing compared to Jake, who was screaming at the top of his lungs.<p>

Knowing it wouldn't take long for someone to come into Jake's room any minute, Twinkle Bell endured her headache and as quickly as she could, she scrambled out of the window from which she came from and fell into some bushes, hiding herself from plain sight and transforming back to Alicia.

Then, Jake's mother and a few policemen along with a doctor burst into the room, having heard Jake's screams as they ran towards his side. "Jake! Jake, sweetie! What's wrong?!" wondered Jake's mother, kneeling by her son's side and grabbing his hand.

The doctor examined Jake's body with some medical items. "His symptoms are growing far worst than before! We'll have to take him to a hospital for further notice."

"Ma'am, did your son go anywhere the night before he got into this...state?" asked one of the policemen carefully, trying not to upset Jake's mother anymore than she already is.

"Well...he was going to see a circus act with some friends, but I don't think that'll help much."

Alicia did recall that Jake was going to see some sort of circus with his two friends, and remembering that all the other victims had some sort of clown stamp on their hands, this was a matter she had to look into.

As Changeling, of course.

* * *

><p><em>Later... <em>

Using the posters that enlisted about the new circus in town, and about the address, Alicia, dressed in her superhero uniform, made her way towards the circus tent. Along the way, she heard some strange noises, making her hide behind some large crates and boxes.

"What are we supposed to do again?" asked a large, hulk-like man with a giant toenail on his bald forehead.

A tall, young woman with tentacle-like hair groaned. "I've told you over and over, Thumbskull! We're supposed to be keeping watch! Ugh, Acid Breath should be here any minute!"

"Oh...sorry, Frightwig."

_'I don't see any other entrances, and they seem to be guarding the only entrance,' _thought Alicia as she fumbled around with her alien watch. _'I guess I have no other choice but to take them out as fast as I can!' _

While both Frightwig and Thumbskull was standing guard in front of the huge circus tent, a large, green flash caught their eyes. "What was that?!" wondered Frightwig before turning to her big, muscular friend. "Go check it out!"

"Uh...okay." Cautiously, Thumbskull headed towards the large crates, before being blown away literally, causing him to fall to the ground.

"What the-?!" Gritting her teeth, Frightwig approached slowly, wanting to take out the intruder before something bad happens. She jumped right in front of the crates, seeing nothing but a small, green fairy.

"Hiya!" called out Airy cheerfully before pressing her palms forward, summoning a strong gust of wind that made Frightwig fall on her back from the impact.

"Ooh...pretty fairy," cooed Thumbskull before Frightwig slapped him across the head.

"Get a grip, moron! Get her!" she ordered before swinging her hair tentacles towards Airy, who easily dodged them by flying over them.

"Look, it's been a long day, so I'll just make this quick," said Airy, gathering large amounts of wind in her hands. While she did so, Thumbskull ran towards her, his fist ready to squash the tiny fairy.

Airy prepared for that, so she used all the wind she gathered to scoop up Frightwig's long tentacles and wrap them around Thumbskull's fist. The two of them seemed to be struggling to get freed.

"Hey! Get this off!" cried out Thumbskull, trying to yank Frightwig's hair tentacles off his arm.

"Ow! I'm trying, you moron! Quit yanking it!"

Sucking in a lot of air, Airy exhaled all of it out in the form of a small, but powerful hurricane that had just enough force to blow both Thumbskull and Frightwig towards large boxes, crashing into them. The impact of the boxes caused both of them to lose unconscious for a little while.

Sighing in relief, Airy turned around, only to see a bald clown-like man arriving to the scene. Before Airy could act, the bald man let out a large breath of some weird, smelly breath towards Airy. Disgusted with the smell, Airy used her wind powers to simply blow the breath away, and watched in shock when the clouds of breath got into contact with some boxes, melting them.

Quickly realizing his power as a threat, Airy assumed that the bald man must have been what her two former opponents called 'Acid Breath.' As long as she avoided his nasty breath, she should be fine.

But...seeing all the heavy crates around, Airy had an even better idea.

Using her wind powers, Airy propels some crates lying in a corner at Acid Breath, who had been ready to unleash his acid breath on her again. He coughed when he got slammed in the head by several crates, but maintained his balance. Seeing how that still wasn't enough, she used the wind to carry more crates before slamming them in front of Acid Breath, who couldn't easily defend himself and got knocked out from the heavy impacts.

"Alright!" cheered Airy, spinning around in the air in victory before she landed on the ground. She then slapped her watch symbol on her chest, which returned her back to human. She needed to do that so that her watch could recharge. If she stayed as Airy, and when she desperately needed her the most, but time ran out, it would be terribly bad.

Deciding to deal with the Circus Freak Trio later, Alicia stepped inside the circus tent, finding herself in a large area. The sideline seats were surrounding the area, and the area was mostly empty, with a few circus toys like rings or big bouncy balls.

Seeing the setting somewhat creepy, especially since it was so dark inside with barely any light, Alicia shivered in fear. _'Calm down, Alicia!' _she thought, trying to get a grip. _'You're Changeling right now! Super, powerful male superhero who can transform into any alien! You've fought other enemies before! I'm sure you can take on whoever's behind this!' _

Alicia walked around, trying to feel her way throughout the entire area, searching her way through. Eventually, she felt something hard, tall, and metallic. Whatever it was, it felt like some sort of machine, so Alicia started banging her gloved fist against it.

Suddenly, light filled the entire circus tent, and a small explosion of a combination of smoke and confetti occured. Right behind all the smoke and confetti appeared some clown that was different from the Circus Freak Trio. In fact, in Alicia's eyes, he looked much more creepier than the trio combined.

"Welcome, youngster, to Zombozo's circus! I wasn't expecting any guests late this hour, but you should do," welcomed the clown, happily applauding for Alicia.

Coughing and deepening her voice, Alicia demanded, "Alright, are you the whole mastermind behind all this? Lots of people have been in night-"

"Why does your voice sound like that?"

"I...I have a cold."

"Oh. Continue."

"Y-yes! Anyways, lots of people have been in nightmares, and the only lead I've got was some sort of clown stamp on each of their hands. Obviously, it could only lead to this circus!"

"Oh really? Seems like someone's been playing too much detective," joked Zombozo.

"That, and the fact that your so called guards were guarding the entrance. Whatever they were guarding, it had to be something important," stated Alicia, pointing to the way where she came from. "So, what's really going on, um..." While Alicia tried to make a good insult, she noticed the large machine right next to her, reaching all the way to the top as if it was reaching the heavens. "Yeah! What's uh...really going on, clown face? Anything to do with that machine?!"

"Heheheheheh! I'm so glad you asked!" crackled Zombozo, taking out a stamp tool behind his back. In a flash, he stamped himself on the hand with the stamp tool, receiving a red, glowing clown stamp mark. "I call that machine the new and improved Psyclown! However, unlike last time I used it, this one doesn't feed on laughter, but more on fear!"

Alicia got confused when he mentioned "last time he used it." "What do you mean, 'last time you used it?' You mean you did this before?"

"Yeah, about like, 5 years ago. But then some brat stopped me. Here, lemme give you a demonstration!" After saying that, Zombozo's feet lifted off the ground, and soon enabled the clown to be able to fly high in the air.

"You can fly?! But how?!" exclaimed Alicia, stepping back to gain some safety. Zombozo is a normal human, isn't he? Normal humans can't fly!

"Hey, I'm insane. Not stupid enough to tell ya," said Zombozo. "But I've got more tricks up on my sleeve!" He then produced a flame in his right hand, and a small twister in his other hand before pressing both palms together and combining both the flame and twister into a large flame tornado, heading towards Alicia.

"Aaah!" Letting out a scream, Alicia tackled out of the way and hid behind a big bouncy ball, dodging the dangerous flame tornado in time as it roasted the spot where she used to be.

"Ha! For a boy your age, you act AND sound like a girl!" laughed Zombozo before shooting electrical bolts at Alicia. Spotting an umbrella completely made of rubber including the handle, Alicia grabbed it and opened it in time for the bolts to hit the rubber umbrella. Since electricity had no effect on rubber, the bolts didn't harm Alicia, but she did feel all tingly and shaky, making her drop the umbrella.

"If you're behind all of the unusual nightmares, then stop it!" ordered Alicia. She really, REALLY hoped to avoid any unneccessary violence as soon as possible.

"Okay...NOT!" From his hands, Zombozo shot beams of ice towards his enemy, who began to run for it. He started to trace his beams of ice and made them follow after Alicia, who still continued to run around the area. Soon, more of the ground was completely covered in ice, almost making it an ice rink.

Panting, Alicia was relieved that Zombozo finally stopped shooting, mostly because he was bored of his plaything just running around. She bent down on one knee, ready to activate her alien watch and fight back.

Zombozo, seeing her kneel down on one knee, thought that 'Changeling' was finally giving up. "Oh? Giving up already? Well, I suppose if you beg for it, I might forgive you, and allow you to join the circus! It might take some discipline, and _an awful lot of pain_, but I'll make sure you feel right at home!"

Thinking she might have chosen a good alien, Alicia slapped her dial down, quickly turning into Girastic, which surprised Zombozo. "Hey, Zombozo!" The brave and challenging giraffe-like alien called out. "Do YOU want to see a neat trick?"

"...Meh. Why not?"

Grinning, Girastic took a deep breath before extending her tongue and shooting it towards Zombozo at a fast pace! Not only did her long tongue surprise Zombozo, but it also tangled up his foot, causing Girastic to drag her tongue, along with the clown, towards the large machine, banging Zombozo against it several times.

"Ow!" **CRASH! **"Stop-" **BANG! **"-It! You're gonna-" **THUD! **"-Ruin it!"

"Thuh. Thas tha ain dea." (Duh. That's the main idea.) Unfortunately, thanks to Girastic literally using her tongue, Zombozo couldn't quite understand what she was saying.

However, that was something that Zombozo said that tipped her off. For some reason, Zombozo didn't want Girastic to damage the large machine, and she had a hunch it had some sort of connection to all the nightmares that was occuring all over town.

Trying to get freed, Zombozo shot a small lightning bolt at her tongue that was wrapped around his leg. "Ow!" Girastic cried, untangling Zombozo and allowing her long tongue to fall to the ground. Enraged by his action, and somewhat hurt by her stinging tongue, Girastic started attacking the large machine with both her tongue and her extended limb, bringing small hunks of junk out of the machine and slowly making it no longer functional.

"No! You'll ruin everything!" Glaring at his opponent, Zombozo clapped his hands together, creating a sonic wave length that caused Girastic to fly and crash at the ground.

Bringing her tongue and limb back together, Girastic knew she had to try a different alien to defeat Zombozo and destroy the machine now that her theories were confirmed. She slapped on the upper half of the hourglass symbol, switching aliens and changing into...

"Twinkle Bell?! Why?! I'm just gonna cause trouble!" complained Twinkle Bell after appearing in a green flash. Truth be told, Alicia was a little scared to use Twinkle Bell due to using her powers for the wrong purposes.

One, Alicia caused a nightmare so terrifying, not only would it mentally scar Jake, but it was also causing him pain on the inside thanks to Zombozo. Even though it was mostly Zombozo's fault for making him have nightmares so he could feed off of Jake's fears, Alicia also had a part in it unintentionally. She didn't mean to, but what was done, was done.

Two, the last time Alicia used Twinkle Bell, she used her powers to try changing Jake's nightmare into a normal, peaceful dream. However, it backfired and the nightmare began attacking and even scaring her, most likely due to the works of Zombozo.

"Ha! What a stupid-looking creature! It makes you more of a girl, boy!" laughed Zombozo before shooting fireballs at Twinkle Bell, who flew over them with ease.

Sighing, Twinkle Bell knew she had no choice but to end things here and now before more people gets consumed by their own frightful nightmares. "...I'm sorry, Zombozo. I really am," the fairy-like alien replied before spraying her green pixie dust all over him.

"Hahahaha...huh? What? Why am I getting so...so..." Quickly falling asleep, Zombozo lost his concentration on flying and fell to the ground. Luckily, he wasn't too high, but he would be feeling a broken back for a while.

* * *

><p><em>Inside Zombozo's dreams... <em>

_Lots of people were screaming in terror as an entire city was engulfed in flames. Zombozo was flying in the skies, shooting fire all over as the screams of pain and crying filled his ears. He took in all of the fear as it made him stronger and stronger._

_"Hahahahaha! That's it! Scream! Scream for more! Feed me your fear!" crackled Zombozo, flying around and frying an innocent bystander._

_Suddenly, the cities stopped burning, and all the people, including the cities, vanished, leaving Zombozo in a land full of whiteness and butterflies. Zombozo was confused as he flew around, trying to figure out what happened to his happy dreams of pain and torment._

_Then, an ghost-like alien with a single pink eye appeared from nowhere, staring deep into Zombozo as he screamed in terror at the sight of his one true fear. Actually, it was really Twinkle Bell, using her powers to manifest herself as Zombozo's fear since she searched his mind for any weaknesses. Admittedly, even Twinkle Bell could say that her temporary appearance even frighten her._

_"Y-you! How?!" demanded Zombozo, shaking in his boots, literally._

_"I'm here to-Wow, my ghastly voice sounds pretty cool!" Twinkle Bell gasped, getting out of character. "Ahem! I mean, I'm here because you've done some terrible, TERRIBLE things! And now, I am here to send you to, and forgive my language, to HELL!"_

_"No! No! I'm not ready to die! Get away from me!" the clown shrieked, trying to fly away and escape from the phantom alien. Easily, Twinkle Bell, still as the ghost, reappeared in front of Zombozo, making him scream like a girl._

_If this was anyone else acting as a ghost, they would be laughing, but Alicia wasn't the type to laugh at people's fears, no matter how ridiculous they are._

_"Calm down," assured Twinkle Bell. "I won't hurt you...I just need...information. Tell me all about the nightmares occuring everywhere, the machine, and that strange red stamp you have there."_

_"A-alright! Alright!" Taking a short breath, Zombozo began to explain. "I created the Psyclown to get stronger through people's fears! Every time people come into my circus, one of the Circus Freak Trio stamps their hands every time they buy a ticket, but really, the blue stamps are connected to the machine! Whenever people fall asleep, they experience nightmares, which the red stamp I have absorbs the fear and feeds me supernatural powers and the victims are unable to wake up!"_

_"How do you wake them up?!"_

_"The machine! The machine causes all of that!"_

_"And how do you turn it off?"_

_"I created a machine for the purpose of satisfying me! Why would I even think of installing an off button?"_

_"Oh...good point," admitted Twinkle Bell, not thinking that through. "But seriously! If that machine's destroyed, will that wake up everyone?"_

_"Y-yes! Yes!"_

_"Then it appears I've got a mission to do! Oh, and by the way, Zombozo, turn yourself in!"_

_"What?!" The clown exclaimed._

_"You heard me! You and your lackeys better turn yourselves to the police and confess all the crimes you did, or I swear, I will get mad. And you do NOT want to see me when I get mad!"_

_Actually, Alicia secretly begged for Zombozo to surrender and go to the police. If he does continue to be persistent, she might do something she'll regret, and she...she didn't want anyone to suffer like what Jake had done, even if it happened to be an insane clown that was terrorizing people._

_"Alright! I'll do it! I'll do it! Just don't hurt me!" _

* * *

><p>Once Twinkle Bell was out of Zombozo's nightmares, she sighed as she reverted back to human. Zombozo groaned and was still fast asleep, but it wouldn't be long before he woke up again. Outside, Alicia saw that the Circus Freak Trio were still unconscious, so she quickly found a phone booth and called the police.<p>

Hiding in plain sight, Alicia watched as the police arrested the Circus Freak Trio and Zombozo, leading the handcuffed group into the back seats of the police cars. After watching them, Alicia managed to sneak out of the circus and arrive back home.

* * *

><p><em>A few days later, at school... <em>

Everything was completely normal during the past few days in school aside from homework and tests Alicia had to study for like a normal middle schooler like her would do. During the start of lunch, when she was packing everything in her locker, she heard an awfully familiar voice.

"Hey, Lute!"

Turning around, she saw Jake and became a bit nervous. Was he going to shove her into her own locker like when Jake threw that last kid into his own locker? Just to be sure, Alicia made sure to close her locker and lock it just as he walked towards her.

"Look, I'm...I'm really sorry about bullying you," apologized Jake, looking very guilty and apologetic. "I know you may not believe me, and it's alright if you don't forgive me, but all I wanted to say was I'm sorry. I decided to make up all that I've done after a...nightmare. Anyways, I'm truly sorry."

After saying that, Jake turned around and walked away from the small 7th grader before spotting a kid with glasses. "Hey, kid! I gotta talk to you!"

Spotting Jake, the glasses kid screamed before making a run for it. "AAAAAHHH!"

"Wait! I gotta apologize to you!"

Sweatdropping as Alicia watched Jake chase after the glasses kid, she sighed in relief. Maybe the nightmare she created wasn't a complete true ending to all of this, but at the very least, it made Jake regret his actions and stop being a bully. She did learn one thing though.

She was never, EVER going to do what she had done to Jake to anyone ever again.

* * *

><p><strong>Data: Twinkle Bell<strong>

**Name: Twinkle Bell (Name comes from Tinker Bell)**

**Species: Nemuina**

**Nemuinas lives in harmony with nature, and spend half of their lives awake, and half in dreams. People might mistake them as fairies, or even more, as females, due to their appearances and high-pitched voices.**

**Powers: Twinkle Bell can produce a dust that can put those who inhale it to sleep. She can also enter and manipulate dreams as a way to interrogate and gather info from a person. She can also fly and have enhanced speed and agility.**

**Weaknesses: She can easily be squashed by heavy hitters and opponents who are stronger, faster, or bigger than her. She doesn't have much physicaly strength and can easily be overpowered. Her powers won't work against opponents who are sleepless, which are rare. Also, her powers won't work on the dead either.**

**Appearance: A fairy-like being with purple fairy wings, pink skin, green eyes, magenta colored hair, and a lavender dress with lavender colored gloves. She also had three fingers each on her hands and two toes.**

**Personality: She's very mischevious and is very good with trickery. She speaks in a trill-like voice and likes to tease people, unlike Alicia who doesn't like making fun of people. However, she does have Alicia's sense of concern, as she was afraid of mentally hurting people with her dream powers.**

**Rank: Best for interrogation and looking for weaknesses. **

* * *

><p><strong>How'd you like this chapter? Moral of the day: No matter how much someone does something bad to you or your loved ones, you don't respond with violence! (Well, unless it's a major threat, like an alien invasion or something) But, you guys get the point.<strong>

**If Alicia had continued to torment the nightmares of every single bully and force them to do things in her school, she'd be no different than the rest of the bullies, even if her intentions were good. That's why I had Alicia learn her lesson and regret what she's done.**

**Also, remember the episode 'Last Laugh?' Zombozo got his fear from Ghostfreak, who showed his private parts to him. I got that idea of a fear for Zombozo from that episode and used it against him. Since Nemuinas can manipulate dreams, why can't they just manipulate their own appearances inside dreams?**

**When Alicia took out the Circus Freak Trio, she was in a rush and knew the boxes wouldn't hurt them too much, so the impact of heavy boxes was enough to cause all three of them to go unconscious, as well as suffer headaches. Ben does somewhat the same thing to his enemies, so why not Alicia?**

**Anyways, since Alicia is still a rookie at the superhero business, she gets a bit of an...upgrade in the next chapter! Read and review!**


End file.
